Form 4: Syndax CFO Gifts Shares Under Pre-Arranged Plan
Beneficial Ownership Change
Syndax Pharmaceuticals' Chief Financial Officer, Keith A. Goldan, reported gifting 1,224 shares of common stock on December 1, 2025, under a Rule 10b5-1 plan.
Summary
- Keith A. Goldan, Chief Financial Officer of Syndax Pharmaceuticals Inc. (SNDX), reported a transaction involving the company's common stock.
- On December 1, 2025, Goldan disposed of 1,224 shares of common stock.
- The transaction was a gift (Transaction Code G) with a price of $0 per share.
- Following this transaction, Goldan beneficially owns 92,452 shares of common stock directly.
- The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Sentiment
Score: 5
Explanation: Neutral. This is a routine insider transaction (gift) under a pre-arranged plan, not indicative of company performance or a significant change in executive confidence.
Positives
- The transaction was executed under a Rule 10b5-1 plan, indicating a pre-planned and transparent disposition of shares, which can reduce concerns about insider trading.
Negatives
- A reduction in direct beneficial ownership by a key executive, even if a gift, slightly decreases their direct stake in the company.
Risks
- No specific company-level risks are directly indicated by this routine insider transaction.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Insider Trading Policy Adherence | The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating adherence to pre-arranged trading plans designed to avoid insider trading allegations. | 12/01/2025 | Enhances transparency and reduces potential for insider trading concerns related to this specific transaction. |
Stakeholder Impact
- Shareholders: A minor reduction in direct insider ownership, but the overall beneficial ownership of the CFO remains substantial. The use of a 10b5-1 plan provides transparency regarding the transaction.
Key Dates
| Date | Description |
|---|---|
| 12/01/2025 | Date of transaction where Keith A. Goldan disposed of 1,224 shares of common stock as a gift. |
Recommendation
holdThis Form 4 reports a routine, pre-planned gift of a small number of shares by the CFO. It does not provide any new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The transaction is a personal financial decision and not indicative of a change in the company's fundamentals.
Keywords
Syndax Pharmaceuticals, SNDX, Form 4, Insider Transaction, Stock Gift, Keith A. Goldan, Chief Financial Officer, Beneficial Ownership, Rule 10b5-1
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