Evans John M. 4

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.