Nuvalent (NUVL) CFO Alexandra Balcom Sells Shares in Merger

What Happened

• Alexandra Balcom, Chief Financial Officer of Nuvalent, reported dispositions tied to the company's acquisition by GlaxoSmithKline. She tendered 44,433 shares that were paid at the offer price of $124.00 per share for proceeds of $5,509,692.
• In addition, numerous awards and derivative holdings (restricted stock units, performance stock units and stock options) were cancelled or converted and disposed to the issuer as part of the Merger Agreement. A grant/award of 14,350 RSUs was recorded (acquired at $0.00) and immediately converted into cash consideration and disposed to the issuer.

Key Details

• Transaction date: 2026-07-15 (filing date 2026-07-15).
• Cash price: $124.00 per share for shares tendered in the offer; reported cash proceeds of $5,509,692 for the 44,433-share disposition.
• Many other items reported as "Disposition to the issuer" (codes D) and several derivative dispositions — per footnotes these reflect cancellation/conversion of RSUs, PSUs and stock options under the Merger Agreement (not open-market sales).
• Footnotes summary:
  • F1–F2: GSK's tender offer and subsequent merger paid $124.00 per share and closed, leaving Nuvalent as a wholly owned subsidiary of GSK.
  • F3–F4, F6–F7: Company RSUs/PSUs and stock options were cancelled and converted into cash equal to the number of shares (or option spread) multiplied by the $124 offer price.
  • F5: Reports vesting of 5,600 PSUs (granted 1/6/2025) and 8,750 PSUs (granted 1/7/2026) that vested pursuant to the Merger Agreement.
• Shares owned after transaction: not specified in the supplied filing summary.
• Timeliness: Report filed the same day as the reported transactions (2026-07-15).

Context

• These transactions reflect payout and cancellation of equity awards as part of a change-of-control/merger process, not a typical open-market insider sale. Dispositions "to the issuer" and derivative cancellations under the merger mean holders received cash consideration rather than selling on the public market.
• For retail investors: this is routine in M&A deals — insiders often receive cash for equity and options per the acquisition terms. It should not be read as an independent signal of confidence or concern beyond the merger terms themselves.