Catinazzo Thomas 4

4 · Relay Therapeutics, Inc. · Filed Apr 9, 2026

AI-generated summary of this filing

Updated Apr 10, 2026

Relay Therapeutics (RLAY) CFO Thomas Catinazzo Sells Shares, Exercises Options

What Happened

Thomas Catinazzo, Chief Financial Officer of Relay Therapeutics (RLAY), reported open‑market sales and option exercises in early April 2026. On April 7 he sold 17,717 shares for a weighted average price of $13.01, totaling $230,498. On April 9 he exercised 1,800 option shares (cost $5.22/share) and the same day sold 1,800 shares at $15.00/share for $27,000. The filing also shows a separate derivative entry for 1,800 shares at $0.00.

Key Details

Transaction dates: April 7, 2026 (sale of 17,717 shares); April 9, 2026 (option exercise and same‑day sale of 1,800 shares).
Prices & totals: 17,717 shares sold at weighted avg $13.01 = $230,498 (executed across $12.42–$13.46 per footnote); exercised 1,800 shares at $5.22 = $9,396 cost; sold those 1,800 at $15.00 = $27,000 proceeds.
Shares owned after transaction: Not specified in this Form 4.
Notable footnotes: The large April 7 sale was effected under a Rule 10b5‑1 trading plan adopted Oct 30, 2025 (footnote F1). Footnote F2 lists the trade price range for the April 7 sale. Footnote F3 references 13,075 shares underlying RSUs; footnote F4 explains background on a 2020 option grant and vesting schedule.
Timeliness: Form 4 was filed April 9, 2026 for transactions through April 7, 2026 — appears timely (no late filing indicated).

Context

The April 9 activity is an exercise of options followed by an immediate sale of the underlying shares (often called a cashless or sell‑to‑cover pattern). The additional M‑coded entry at $0.00 likely reflects a derivative/settlement entry (commonly seen when shares are surrendered or withheld) but the filing does not explicitly state the purpose.
Sales under a pre‑arranged 10b5‑1 plan are routine and are executed according to the plan’s terms; they do not by themselves indicate the insider’s view of the company.

Form 4

Period: 2026-04-07

Chief Financial Officer

Transactions

Sale
Common Stock
[F1][F2][F3]
2026-04-07$13.01/sh−17,717$230,498→ 213,867 total
Exercise/Conversion
Common Stock
[F1][F3]
2026-04-09$5.22/sh+1,800$9,396→ 215,667 total
Sale
Common Stock
[F1][F3]
2026-04-09$15.00/sh−1,800$27,000→ 213,867 total
Exercise/Conversion
Stock Option (Right to Buy)
[F1][F4]
2026-04-09−1,800→ 61,563 total
Exercise: $5.22Exp: 2030-03-01→ Common Stock (1,800 underlying)

Footnotes (4)

[F1]The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025.
[F2]This transaction was executed in multiple trades at prices ranging from $12.42 to $13.46. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
[F3]Includes 13,075 shares underlying restricted stock units.
[F4]On March 2, 2020, the reporting person was granted an option to purchase 63,363 shares of common stock, subject to determination by the Board of Directors of the Issuer (the "Board") that the Issuer met, in whole or in part, certain milestones (the "2020 Option Grant Criteria"). On June 23, 2020, the Board determined that the 2020 Option Grant Criteria related to 25% of the option had been achieved, and the shares underlying 25% of this option, or 15,841 shares, commenced vesting in sixteen (16) equal quarterly installments following September 23, 2020. On December 11, 2020, the Board determined that the 2020 Option Grant Criteria related to the remaining 75% of the option had been achieved. The shares underlying 75% of this option, or 47,522 shares, vested in sixteen (16) equal quarterly installments following March 11, 2021.

Signature

/s/ Soo-Yeun Lim, as Attorney-in-Fact|2026-04-09

1 file