Beam Therapeutics Inc.·4

Feb 2, 4:05 PM ET

Evans John M. 4

4 · Beam Therapeutics Inc. · Filed Feb 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Beam (BEAM) CEO John M. Evans Sells Shares After Exercising Options

What Happened
John M. Evans, Beam Therapeutics’ CEO and a director, exercised a total of 50,000 option shares (code M) on Jan 29–30, 2026 at an exercise price of $0.67 per share (total cash cost ≈ $33,500). He then sold 50,000 common shares in open-market transactions on Jan 29–30, 2026 for aggregate gross proceeds of approximately $1,443,528. On Jan 31, 2026 he also received an award/other acquisition of 180,000 shares (code A) reported at $0.00. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted May 16, 2025 (footnote F1).

Key Details

  • Transaction dates and prices:
    • Option exercises (M): 19,336 @ $0.67 (1/29), 5,664 @ $0.67 (1/29), 25,000 @ $0.67 (1/30). Total exercised = 50,000 shares.
    • Open-market sales (S): 16,333 @ $29.19 (1/29, weighted avg; range $28.65–$29.64), 8,667 @ $29.74 (1/29, weighted avg; range $29.66–$29.92), 22,094 @ $28.27 (1/30, weighted avg; range $27.87–$28.82), 2,906 @ $29.00 (1/30).
    • Gross proceeds from sales ≈ $1,443,528. Exercise cash outlay ≈ $33,500.
  • Shares owned after transaction: not disclosed in the data provided on this Form 4.
  • Footnotes of note:
    • F1: Sales were made under a Rule 10b5-1 trading plan (adopted May 16, 2025).
    • F2–F4: Reported sale prices are weighted averages covering multiple executions within the listed ranges; the reporting person will provide details on request.
    • F5–F7: Describe the origin and vesting/performance conditions of prior option grants referenced by the reporting person.
  • Timeliness: Form filed Feb 2, 2026 covering transactions dated Jan 29–31, 2026. The Jan 29 trades appear timely; transactions on Jan 30 may fall outside the two-business-day Form 4 deadline (filing timeliness depends on business-day counting).

Context
The pattern here is a common cashless exercise/sale: the CEO exercised options (low exercise price) and sold roughly the same number of shares shortly thereafter, generating about $1.44M in proceeds. The sales were pre-arranged under a 10b5-1 plan, which is a pre‑set trading program often used to avoid questions about trading on material nonpublic information. The Jan 31 A-coded acquisition of 180,000 shares appears to be an award/vesting event (see footnotes about prior grants and vesting conditions) and does not by itself indicate a buy/sell market signal.

Insider Transaction Report

Form 4
Period: 2026-01-29
Evans John M.
DirectorCEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-01-29$0.67/sh+19,336$12,9551,006,003 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-01-29$0.67/sh+5,664$3,7951,011,667 total
  • Sale

    Common Stock

    [F1][F2]
    2026-01-29$29.19/sh16,333$476,801995,334 total
  • Sale

    Common Stock

    [F1][F3]
    2026-01-29$29.74/sh8,667$257,781986,667 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-01-30$0.67/sh+25,000$16,7501,011,667 total
  • Sale

    Common Stock

    [F1][F4]
    2026-01-30$28.27/sh22,094$624,672989,573 total
  • Sale

    Common Stock

    [F1]
    2026-01-30$29.00/sh2,906$84,274986,667 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F1][F5]
    2026-01-2919,3360 total
    Exercise: $0.67Exp: 2028-05-08Common Stock (19,336 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F1][F6]
    2026-01-295,66493,672 total
    Exercise: $0.67Exp: 2028-05-08Common Stock (5,664 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F1][F6]
    2026-01-3025,00068,672 total
    Exercise: $0.67Exp: 2028-05-08Common Stock (25,000 underlying)
  • Award

    Stock Option (Right to Buy)

    [F7]
    2026-01-31+180,000180,000 total
    Exercise: $27.62Exp: 2036-01-31Common Stock (180,000 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    103,000
Footnotes (7)
  • [F1]These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 16, 2025.
  • [F2]The price reported is a weighted average price. These shares were sold in multiple transactions ranging from $28.65 to $29.64 inclusive. The Reporting Person undertakes to provide to Beam Therapeutics Inc. ("BEAM"), any security holder of BEAM or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
  • [F3]The price reported is a weighted average price. These shares were sold in multiple transactions ranging from $29.66 to $29.92 inclusive. The Reporting Person undertakes to provide to BEAM, any security holder of BEAM or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
  • [F4]The price reported is a weighted average price. These shares were sold in multiple transactions ranging from $27.87 to $28.82 inclusive. The Reporting Person undertakes to provide to BEAM, any security holder of BEAM or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
  • [F5]On May 8, 2018, the Reporting Person was granted an option to purchase shares of common stock, which vested as to 99,396 shares upon the achievement of a closing hurdle following BEAM's initial public offering (which closing price hurdle was achieved) (the "Price Condition"). The portion of the award subject to the Price Condition vested in three equal installments on December 21, 2021, June 30, 2022, and December 31, 2022.
  • [F6]On May 8, 2018, the Reporting Person was granted an option to purchase shares of common stock, which vested as to 99,396 shares upon the achievement of a certain development milestone related to base editing applications. On April 3, 2024, the board of directors of BEAM determined that this performance condition was achieved, resulting in the vesting of 99,336 shares.
  • [F7]This stock option vests in equal monthly installments each month following the date of grant for the subsequent 48 months, subject to the Reporting Person's continued service with BEAM through each vesting date.
Signature
By: /s/ Christine Bellon, Attorney-in-fact|2026-02-02

Documents

1 file
  • 4
    ownership.xmlPrimary

    4