Form 4: RVMD CEO Plans Future Stock Sale for Tax

Revolution Medicines, Inc. CEO Mark A. Goldsmith reported a pre-scheduled future sale of 13,411 shares of common stock for September 16, 2025, to cover tax obligations from RSU vesting.

Summary

• Mark A. Goldsmith, President and CEO of Revolution Medicines, Inc., has reported a planned future sale of company common stock.
• The transaction, scheduled for September 16, 2025, involves the disposition of 13,411 shares at a price of $45.8249 per share.
• This sale is being executed under a Rule 10b5-1 plan, which was established on May 31, 2023.
• The stated purpose of the sale is to satisfy tax withholding obligations that will arise from the vesting of restricted stock units (RSUs) after July 15, 2023.
• Following this planned transaction, Mr. Goldsmith is expected to directly hold 452,309 shares, including 193,475 restricted stock units.
• He will also continue to indirectly hold 20,424 shares through the Jonathan Goldsmith Revocable Trust, 20,424 shares through the Rebecca Eve Goldsmith Trust, and 465,604 shares through the Mark A. Goldsmith and Anne E. Midler 2002 Revocable Living Trust.

Sentiment

Score: 5

Explanation: The transaction is a pre-planned sale under a Rule 10b5-1 plan to cover tax obligations from RSU vesting, which is a common and generally neutral event for insider reporting. It does not signal a change in management's confidence in the company.

Positives

• Vesting of restricted stock units (RSUs) for the CEO, indicating compensation realization and continued equity incentives.
• The transaction is pre-planned under a Rule 10b5-1 plan, demonstrating adherence to insider trading regulations and transparency.

Negatives

• A planned future sale by an insider, even for tax purposes, could be perceived as a slight negative signal, though mitigated by the 10b5-1 plan.

Risks

• NA

Future Outlook

NA

Management Comments

• Transaction made pursuant to a Rule 10b5-1 instruction letter adopted on May 31, 2023, to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units ('RSUs') after July 15, 2023.

Industry Context

NA

Comparison to Industry Standards

• NA

Management Changes

Corporate Governance

Legal Proceedings

• NA

Related Party Transactions

• Indirect beneficial ownership through Jonathan Goldsmith Revocable Trust (20,424 shares).
• Indirect beneficial ownership through Rebecca Eve Goldsmith Trust under the Goldsmith Children's 2011 Irrevocable Education Trust (20,424 shares).
• Indirect beneficial ownership through Mark A. Goldsmith and Anne E. Midler 2002 Revocable Living Trust (465,604 shares).

Stakeholder Impact

• Shareholders: Minor dilution from the planned sale, but primarily a routine event. The sale itself is small relative to total shares outstanding and the executive's total holdings.

Next Steps

• NA

Key Dates

Recommendation

This Form 4 reports a pre-scheduled future sale by the CEO to cover tax obligations from RSU vesting, executed under a Rule 10b5-1 plan. Such transactions are common, routine, and do not typically reflect a change in management's outlook or confidence in the company's future performance. The advance notice of a future transaction further reduces any potential market impact. Therefore, it does not provide a basis for altering an existing investment thesis, leading to a 'hold' recommendation based solely on this filing.

Keywords

Revolution Medicines, RVMD, Mark A. Goldsmith, Insider Trading, Form 4, Stock Sale, Restricted Stock Units, RSU, 10b5-1 Plan, Tax Withholding