Form 4: Redmile Group and Director Jeremy Green Report Acquisition of Shattuck Labs Stock Options

Redmile Group, LLC and its principal Jeremy Green, both 10% owners and directors of Shattuck Labs, Inc., reported the acquisition of 33,150 stock options granted to managing director Michael Lee for his board service.

Summary

• Redmile Group, LLC and Jeremy Green, both 10% owners and directors of Shattuck Labs, Inc. (STTK), reported the acquisition of stock options.
• The transaction involved a stock option to purchase 33,150 shares of Shattuck Labs common stock at an exercise price of $0.82 per share.
• The option was granted on July 14, 2025, and is set to expire on July 14, 2035.
• The options will vest in full on the earlier of the one-year anniversary of the grant date or immediately prior to the next annual meeting of Shattuck Labs' shareholders, contingent on Mr. Michael Lee's continued service.
• The option was granted to Mr. Michael Lee, a managing director of Redmile Group, LLC, in connection with his service as a member of Shattuck Labs' Board of Directors.
• Mr. Lee holds the option as a nominee for Redmile Group, LLC, having assigned all economic, pecuniary, and voting rights in respect of the stock option to Redmile.
• Both Mr. Lee and the reporting persons (Redmile Group, LLC and Jeremy Green) disclaim beneficial ownership of the securities except to the extent of their pecuniary interest.
• Redmile Group, LLC and Jeremy Green are considered directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, due to Mr. Lee's board election as a Redmile representative.

Sentiment

Score: 6

Explanation: The acquisition of stock options by a director affiliated with a major shareholder is generally a neutral to slightly positive event, indicating alignment of interests and standard compensation practices. It does not signal significant financial distress or exceptional performance.

Positives

• The grant of stock options to a director affiliated with a significant 10% owner (Redmile Group, LLC) aligns the interests of a major shareholder with the long-term performance of Shattuck Labs.
• The option grant serves as compensation for board service, which is a standard practice for attracting and retaining qualified directors.

Risks

• The vesting of the stock options is contingent on Mr. Michael Lee's continued service to Shattuck Labs, meaning the options could be forfeited if his service ceases before vesting.
• The reporting persons (Redmile Group, LLC and Jeremy Green) disclaim beneficial ownership of the stock option except to the extent of their pecuniary interest, which is a standard legal disclaimer but highlights the indirect nature of the ownership.

Future Outlook

The stock option's vesting schedule, tied to Mr. Michael Lee's continued service, indicates an expectation of his ongoing contribution to the company's board for at least one year or until the next annual meeting.

Management Comments

• "This option represents a right to purchase a total of 33,150 shares of the Issuer's common stock, which will vest in full on the earlier of (i) the one-year anniversary of the grant date or (ii) immediately prior to the next annual meeting of the Issuer's shareholders, subject to Mr. Michael Lee's continued service to the Issuer through such date."
• "The stock option was granted to Mr. Lee, a managing director of Redmile Group, LLC ('Redmile'), in connection with his service as a member of the Board of Directors of the Issuer."
• "Pursuant to the policies of Redmile, Mr. Lee holds this stock option as a nominee on behalf, and for the sole benefit, of Redmile and has assigned all economic, pecuniary and voting rights in respect of the stock option to Redmile."
• "Mr. Lee disclaims beneficial ownership of the stock option, and the filing of this Form 4 shall not be deemed an admission that Mr. Lee is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose."
• "The stock option may also be deemed beneficially owned by Jeremy Green as the principal of Redmile. Redmile and Mr. Green disclaim beneficial ownership of the stock option except to the extent of their pecuniary interest therein, if any, and this Form 4 shall not be deemed an admission that Redmile or Mr. Green is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose."
• "Mr. Lee, a member of the board of directors of the Issuer and a managing director of Redmile, was elected to the board of the Issuer as a representative of Redmile and its affiliates. As a result, the Reporting Persons are directors by deputization for purposes of Section 16 of the Securities Exchange Act of 1934, as amended."

Industry Context

This filing is specific to an insider transaction and does not provide broader industry trends. It reflects standard corporate governance practices regarding director compensation and beneficial ownership reporting for publicly traded companies in the U.S.

Management Changes

Corporate Governance

Related Party Transactions

• The stock option grant to Mr. Michael Lee, a managing director of Redmile Group, LLC (a 10% owner and director by deputization), constitutes a related party transaction as it involves compensation from the issuer to an individual affiliated with a significant shareholder and board member.

Stakeholder Impact

• Shareholders: The option grant aligns the interests of a significant shareholder (Redmile Group, LLC) with the long-term performance of Shattuck Labs, potentially benefiting all shareholders through improved governance and strategic direction.
• Management/Directors: Mr. Michael Lee receives compensation for his board service, which is a standard practice for attracting and retaining qualified individuals.

Next Steps

• Continued service of Mr. Michael Lee to Shattuck Labs' Board of Directors.
• Vesting of the 33,150 stock options based on the specified conditions.

Key Dates

Recommendation

Keywords

Shattuck Labs, STTK, Redmile Group, Jeremy Green, Michael Lee, SEC Form 4, stock options, beneficial ownership, insider transaction, corporate governance, director compensation