|4Feb 20, 4:41 PM ET

Happel David 4

4 · Sagimet Biosciences Inc. · Filed Feb 20, 2026

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Sagimet (SGMT) CEO David Happel Receives 384,000-Share Awards

What Happened David Happel, President & CEO and a director of Sagimet Biosciences (SGMT), received equity awards on February 19, 2026: 128,000 restricted stock units (RSUs) and 256,000 derivative awards (an option-style award). Both grants are reported with an acquisition price of $0.00 on the Form 4 (i.e., awards, not purchases).

Key Details

  • Transaction date: February 19, 2026; Form 4 filed February 20, 2026 (appears timely — within the usual two-business-day window).
  • Awards: 128,000 RSUs (F1) and 256,000 derivative awards/options (A, derivative).
  • Reported price/value on Form 4: $0.00 for each grant (represents grant/acquisition, not market value).
  • Vesting: RSUs vest in four equal annual installments beginning Feb 19, 2026 (F1). The derivative/option award vests and becomes exercisable in 48 equal monthly installments beginning Feb 19, 2026 (F2).
  • Shares owned after the transaction: Not specified in the filing.
  • No indication in this filing of immediate sale, tax withholding, 10b5‑1 plan, or late filing.

Context These entries are compensatory awards — RSUs give a contingent right to receive shares upon vesting, and the derivative award is an option-like grant that vests monthly. Such grants are common for executive compensation and do not represent an open‑market purchase or sale. The Form 4 reports the grant terms and vesting schedule; it does not disclose exercise prices or the awards' current market value.

Insider Transaction Report

Form 4
Period: 2026-02-19
Happel David
DirectorPresident & CEO
Transactions
  • Award

    Series A Common Stock

    [F1]
    2026-02-19+128,000805,621 total
  • Award

    Stock Option (Right to Buy)

    [F2]
    2026-02-19+256,000256,000 total
    Exercise: $5.38Exp: 2036-02-18Series A Common Stock (256,000 underlying)
Footnotes (2)
  • [F1]Represents restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Series A Common Stock upon vesting and settlement. The RSUs shall vest over four equal annual installments following February 19, 2026, subject to the Reporting Person's continued service on each such vesting date.
  • [F2]The shares underlying this option shall vest and become exercisable over forty-eight equal monthly installments following February 19, 2026, subject to the Reporting Person's continued service on each such vesting date.
Signature
/s/ Elizabeth Rozek, Attorney-in-Fact|2026-02-20

Documents

1 file
  • 4
    tm266959-2_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT