Bergstrom Donald A 4

What Happened

• Donald A. Bergstrom, President, Research & Development at Relay Therapeutics, exercised 93,456 option-derived shares (report code M) on June 22, 2026, paying $4.12 per share ($385,039 total), and sold the 93,456 shares the same day in open-market trades for a weighted-average price of $16.94 per share (gross proceeds $1,583,145). The transactions imply a pre-tax spread of roughly $1.20M between exercise cost and sale proceeds. The filing also shows a derivative disposition of 93,456 shares reported at $0.00, reflecting the option conversion/settlement tied to the exercise/sale.

Key Details

• Transaction date: June 22, 2026; Form 4 filed June 24, 2026 (timely filing).
• Exercise cost: 93,456 shares @ $4.12 = $385,039.
• Sale: 93,456 shares @ weighted avg $16.94 = $1,583,145; sale trades ranged $16.15–$17.39 (multiple trades; weighted average reported).
• Reported derivative line at $0.00 relates to the option conversion/settlement tied to the exercise.
• Footnotes: transaction was made under a Rule 10b5-1 trading plan adopted Oct 30, 2025 (F1). Filing notes include 15,037 shares underlying restricted stock units (F2) and option vesting history (F4). Per F3, sale executed in multiple trades; detailed per-trade prices available on request.
• Shares owned after the transaction are not specified in the excerpt of the filing.

Context

• Because the exercise and sale occurred the same day, this functions like a cashless exercise with immediate sale of the shares; such transactions are often used to cover exercise costs, taxes or to liquidate vested equity and do not alone indicate the insider’s view on the company. The presence of a pre-established 10b5-1 plan means these trades were prearranged, which can reduce the likelihood they were timed based on nonpublic information.