City Therapeutics: 10% owner Robert Nelsen bought 170,000 shares

What happened

• Robert Nelsen, a 10% owner, purchased 170,000 shares in an open-market transaction at $18.00 per share on Oct 19, 2026 for $3,060,000.
• The Form 4 also reports multiple conversions of derivative securities on Oct 19, 2026: acquisitions of 3,294,900; 5,482,309; and 2,027,006 shares, and disposals of 3,000,000; 4,991,633; and 1,845,585 shares. The filing shows a grant of 22,649 derivative shares on Oct 15, 2026 at $0.00.

Key details

• Transaction dates and prices:
  • Oct 19, 2026: open-market purchase (P) of 170,000 shares at $18.00, total $3,060,000.
  • Oct 19, 2026: conversion of derivative securities (C) acquiring 3,294,900; 5,482,309; and 2,027,006 shares (price reported as N/A).
  • Oct 19, 2026: conversion of derivative securities (C) disposing 3,000,000; 4,991,633; and 1,845,585 shares (price reported as $0.00, derivative).
  • Oct 15, 2026: grant/award (A) of 22,649 shares at $0.00 (derivative).
• Shares owned after the transactions: not specified in the filing provided.
• Footnotes that matter:
  • F1: Series seed, A and B preferred stock converted into common on a 1 to 1.0983 basis and automatically converted into common stock upon the issuer's IPO on Oct 19, 2026 without payment.
  • F2: Certain shares are held directly by ARCH Venture Fund XII, L.P.; related entities and committee members (including Robert Nelsen) may be deemed to beneficially own or share voting/disposition power; the reporting person disclaims beneficial ownership except to the extent of any pecuniary interest.
  • F3: Shares underlying the option vest in full upon the earlier of Oct 15, 2027 or the issuer's next annual meeting, subject to continued service.
• Filing timeliness: no late filing indicated in the data provided.

Why it may matter

• The conversions reported are conversions of preferred/derivative securities into common stock in connection with the issuer's IPO per footnote F1; these are conversions rather than market sales. No cashless exercise of options is indicated.
• Robert Nelsen is reported as a 10% owner, indicating a large holder; the filing notes related party holdings through ARCH Venture Fund XII and a disclaimer of beneficial ownership by the reporting person.
• This filing does not show why the insider traded or why the company acted.