Form 4: Xencor CEO Exercises Options, Sells Shares

Xencor Inc.'s President and CEO, Bassil I. Dahiyat, exercised expiring stock options and subsequently sold a portion of the acquired common stock.

Summary

• Bassil I. Dahiyat, President & CEO and Director of Xencor Inc. (XNCR), reported transactions involving the exercise of stock options and subsequent sale of common stock.
• On December 19, 2025, Mr. Dahiyat exercised options to acquire 114,377 shares of common stock at an exercise price of $12.51 per share.
• Immediately following the option exercise on December 19, 2025, Mr. Dahiyat sold 114,377 shares of common stock at a weighted average price of $15.71 per share, with prices ranging from $15.52 to $15.92.
• On December 22, 2025, Mr. Dahiyat exercised additional options to acquire 10,624 shares of common stock at an exercise price of $12.51 per share.
• These option exercises represent the exercise of expiring option grants.
• Following these transactions, Mr. Dahiyat's direct beneficial ownership of common stock increased from 466,635 shares (after the December 19 sale) to 477,259 shares (after the December 22 exercise).
• The reported beneficial ownership includes shares acquired through the Issuer's Employee Stock Purchase Plan: 707 shares on June 10, 2025, and 509 shares on December 10, 2025.

Sentiment

Score: 5

Explanation: This is a routine insider transaction involving the exercise of expiring stock options and subsequent sale of shares, often for liquidity or tax planning. The sale price was higher than the exercise price, indicating a profit for the insider. While insider selling can sometimes be viewed negatively, the context of expiring options makes it less concerning.

Positives

• The insider exercised options at $12.51 and sold shares at a weighted average price of $15.71, indicating a profitable transaction for the reporting person.

Negatives

• The sale of 114,377 shares by the CEO, even if for tax or liquidity purposes, could be perceived as a slight negative by some investors, though it was offset by option exercises.

Future Outlook

This Form 4 filing is a transactional report and does not contain forward-looking statements or guidance regarding the company's future outlook.

Industry Context

This filing details routine insider transactions for Xencor Inc., a biotechnology company. Such transactions are common for executives managing their equity compensation and personal finances, and do not inherently reflect broader industry trends or competitive positioning.

Related Party Transactions

• The reporting person previously transferred 124,999 shares underlying a stock option to his ex-spouse and no longer reports these as beneficially owned.

Stakeholder Impact

• Shareholders may note the insider selling, but given the context of expiring options and the relatively small net change in beneficial ownership, the impact is likely minimal.
• Employees are not directly impacted by these specific transactions, though the Employee Stock Purchase Plan is mentioned as a source of some shares.

Key Dates

Recommendation

This Form 4 details routine insider transactions involving the exercise of expiring stock options and subsequent sale of shares. While insider selling can sometimes be viewed negatively, these transactions appear to be for liquidity or tax planning purposes, given the exercise of expiring options and the relatively small net change in beneficial ownership compared to the total holdings. A single Form 4 typically does not warrant a change in investment recommendation without broader context of company performance or a significant pattern of insider activity.

Keywords

Xencor, XNCR, Form 4, Insider Trading, Stock Option Exercise, Stock Sale, CEO, Beneficial Ownership