Botwood Nicholas A.J. 4

What Happened
Nicholas A.J. Botwood, Syndax Pharmaceuticals’ Head of R&D and Chief Medical Officer, received multiple equity awards on February 4, 2026. The filing shows three grants totaling 204,700 shares: 24,000 RSUs (no cash price), 36,000 performance-based RSUs (no cash price), and a 144,700-share derivative award reported at $20.43 per share (aggregate reported value $2,956,221). These are awards/grants (code A) — not open-market buys or sales.

Key Details

• Transaction date: 2026-02-04; Form 4 filed 2026-02-06 (timely filing).
• Awards: 24,000 RSUs (F1), 36,000 performance-contingent RSUs (F2), 144,700 derivative award shown at $20.43/share = $2,956,221 (F3).
• Total shares awarded: 204,700. RSUs show $0.00 acquisition price on the filing; the derivative is reported with a per-share value.
• Shares owned after transaction: not specified in the filing.
• Footnotes (from the filing):
  • F1: 24,000 RSUs vest one-third annually over 3 years.
  • F2: 36,000 RSUs vest contingent on pre-established performance metrics and continued service.
  • F3: The derivative award vests monthly (1/48th) over four years (typical option-style vesting).
• Transaction code: A = Award/Grant. No 10b5-1, tax-withholding, or late-filing flags were noted.

Context

• These grants represent compensation/retention incentives rather than market purchases; they do not by themselves indicate immediate buying or selling pressure.
• The derivative award appears structured like an option or other equity derivative (vesting schedule in F3), meaning value is realized only as it vests and, if applicable, exercised or converted per plan rules.
• Performance-based RSUs (F2) will only convert to shares if specified goals are met, so the full 36,000 may not ultimately be issued.