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Syndax Pharmaceuticals Inc·4

Feb 6, 5:53 PM ET

Goldan Keith A. 4

4 · Syndax Pharmaceuticals Inc · Filed Feb 6, 2026

Research Summary

AI-generated summary of this filing

Updated

Syndax (SNDX) CFO Keith Goldan Receives Major Equity Awards

What Happened
Keith A. Goldan, CFO of Syndax Pharmaceuticals (SNDX), received multiple equity awards and made a small sale to cover tax withholding. Key items reported: an option-style derivative grant for 118,000 shares with an exercise price of $20.43 (reported value $2,410,740); two RSU awards of 21,500 and 30,750 shares (granted 2/4/2026); an ESPP purchase of 1,219 shares on 1/30/2026 at $8.48 ($10,337); and the sale of 2,082 shares on 2/6/2026 at $20.62 for $42,931 (sale noted as tax withholding).

Key Details

  • Transaction dates and terms:
    • 2026-01-30: ESPP purchase — 1,219 shares @ $8.48 ($10,337) (F1).
    • 2026-02-04: RSU grant — 21,500 RSUs @ $0.00 (time-based, 1/3 vests annually) (F2).
    • 2026-02-04: RSU grant — 30,750 RSUs @ $0.00 (performance-based; vesting contingent on metrics) (F3).
    • 2026-02-04: Option/derivative grant — 118,000 shares @ $20.43 (reported value $2,410,740); 1/48th vests monthly over 4 years (F5).
    • 2026-02-06: Open‑market sale — 2,082 shares @ $20.62 ($42,931), representing shares sold to cover tax withholding on RSU vesting (F4).
  • Shares owned after these transactions: not specified in the provided filing details.
  • Notable footnotes: F1 (ESPP purchase); F2 (time‑based RSU vesting: 1/3 yearly); F3 (performance RSUs contingent on metrics); F4 (shares sold for tax withholding); F5 (monthly vesting for options).
  • Filing timeliness: Form 4 filed 2026-02-06 for transactions through 2026-02-06; no late filing indication in the provided data.

Context

  • The large 118,000‑share grant is a derivative (option-style) award that vests monthly over four years — not an immediate sale. The RSU grants include time‑based and performance‑based awards that vest subject to continued service and, for the performance RSUs, meeting company goals.
  • The small sale (2,082 shares) was a withholding sale to cover taxes on vested awards and is routine; ESPP purchases are also common employee purchases and generally not a directional signal.
  • This report is informational and factual; it does not indicate insider motivations.

Insider Transaction Report

Form 4
Period: 2026-02-04
Syndax Pharmaceuticals IncSNDX
Goldan Keith A.
Chief Financial Officer
Transactions
  • Other

    Common Stock

    [F1]
    2026-01-30$8.48/sh+1,219$10,337→ 93,671 total
  • Award

    Common Stock

    [F2]
    2026-02-04+21,500→ 115,171 total
  • Award

    Common Stock

    [F3]
    2026-02-04+30,750→ 145,921 total
  • Sale

    Common Stock

    [F4]
    2026-02-06$20.62/sh−2,082$42,931→ 143,839 total
  • Award

    Stock Options (Right to buy)

    [F5]
    2026-02-04$20.43/sh+118,000$2,410,740→ 118,000 total
    Exercise: $20.43Exp: 2036-02-04→ Common Stock (118,000 underlying)
Footnotes (5)
  • [F1]The Reporting Person is voluntarily filing this Form 4 to report the acquisition of 1,219 shares by the Reporting Person on 1/30/2026 pursuant to the Issuer's Employee Stock Purchase Plan.
  • [F2]Award of restricted stock units ("RSUs"), representing the right to receive one share of Common Stock for each RSU. One third (1/3rd) of the shares of Common Stock subject to such RSU shall vest annually on the anniversary of the Vesting Commencement Date, during the Reporting Person's continued service as an employee, consultant, director or officer of the Company over the three (3) years following the date of grant, until all of the shares subject to such RSU are fully vested.
  • [F3]Award of RSUs, representing the right to receive one share of Common Stock for each RSU. The number of shares of Common Stock acquired upon vesting of the RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, subject to the Reporting Person's continued service as an employee, consultant, director or officer of the Company.
  • [F4]Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units.
  • [F5]1/48th of the shares subject to the option shall vest monthly over a four-year period.
Signature
/s/ Michael A. Metzger, Attorney-in-Fact|2026-02-06

Documents

1 file
  • 4
    ownership.xmlPrimary

    4