Nuvalent, Inc.·4

Jun 18, 6:35 PM ET

DEERFIELD MANAGEMENT COMPANY, L.P. 4

4 · Nuvalent, Inc. · Filed Jun 18, 2026

Research Summary

AI-generated summary of this filing

Updated

Nuvalent (NUVL) 10% Owner James E. Flynn Receives 3,444 RSUs

What Happened
James E. Flynn (reported as a 10% owner via Deerfield-related entities) reported an award/acquisition of 3,444 restricted stock units (RSUs) for Nuvalent (NUVL) on 2026-06-16. The RSUs were issued at $0.00 (no cash paid) and therefore report a $0 purchase value on the Form 4. The filing was made on 2026-06-18.

Key Details

  • Transaction type: Award/Grant (code A) — 3,444 RSUs granted on 2026-06-16 at $0.00 per RSU.
  • Filing date: 2026-06-18 (appears timely; Form 4 due within 2 business days of transaction).
  • Vesting: Footnote states RSUs vest in full on the earlier of June 16, 2027 or the issuer's next annual meeting, subject to continued service.
  • Beneficial ownership/holders: Footnotes explain the RSUs are issuable to Dr. Cameron Wheeler (and references to Joseph Pearlberg) and are held for the benefit and at the direction of Deerfield Management; Flynn is the reporting person through his role in Deerfield entities.
  • Shares owned after transaction: Not specified in the provided summary of the filing.
  • Signature/representation: Filing executed on behalf of the Deerfield reporting persons (power of attorney noted).

Context
This is an institutional/affiliate report tied to Deerfield Management and related parties rather than a straightforward executive open-market purchase or sale. The grant of RSUs is an award (acquisition) that conveys the right to receive shares upon vesting; no cash changed hands at grant. As with most grants, it is not a direct buy/sell signal — it documents issuance and vesting terms rather than market trading by the insider.

Insider Transaction Report

Form 4
Period: 2026-06-16
Flynn James E
Director10% OwnerOther
Transactions
  • Award

    Class A Common Stock

    [F1][F2][F3]
    2026-06-16+3,4443,444 total(indirect: Through Deerfield Management Company, L.P.)
Holdings
  • Class A Common Stock

    [F2][F3][F4]
    (indirect: Through Deerfield Management Company, L.P.)
    10,292
  • Class A Common Stock

    [F2][F3]
    (indirect: Deerfield Partners, L.P.)
    650,000
  • Class A Common Stock

    [F2][F3]
    (indirect: Through Deerfield Private Design Fund IV, L.P.)
    8,299,225
  • Class A Common Stock

    [F2][F3]
    (indirect: Through Deerfield Healthcare Innovations Fund, L.P.)
    8,299,225
Footnotes (4)
  • [F1]Cameron Wheeler, a partner in Deerfield Management Company, L.P. ("Deerfield Management"), serves as a director of the Issuer. The reported shares of Class A Common Stock are issuable under restricted stock units ("RSUs") granted to Dr. Wheeler, which are held for the benefit, and at the direction, of Deerfield Management. Each RSU represents the right to receive one share of the Issuer's Class A Common Stock. The RSUs vest in full on the earlier of June 16, 2027 or the date of the Issuer's next annual meeting of stockholders, subject to Mr. Wheeler's continued service to the Issuer through the applicable vesting date.
  • [F2]This Form 4 is being filed by the undersigned as well as the entity listed on the Joint Filer Information Statement attached as an exhibit hereto (the "Reporting Persons"). Deerfield Mgmt, L.P. is the general partner of Deerfield Partners, L.P. ("Deerfield Partners"). Deerfield Mgmt IV, L.P. is the general partner of Deerfield Private Design Fund IV, L.P. ("Fund IV"). Deerfield Mgmt HIF, L.P. is the general partner of Deerfield Healthcare Innovations Fund, L.P. (collectively with Deerfield Partners and Fund IV, the "Funds"). Deerfield Management Company, L.P. is the investment manager of the Funds. James E. Flynn is the sole member of the general partner of each of Deerfield Mgmt, L.P., Deerfield Mgmt IV, L.P., Deerfield Mgmt HIF, L.P. and Deerfield Management Company, L.P.
  • [F3]For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, each Reporting Person disclaims beneficial ownership of any such securities, except to the extent of his/its indirect pecuniary interest therein, if any, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or otherwise.
  • [F4]Represents shares underlying fully vested restricted stock units originally issued to Dr. Wheeler and Joseph Pearlberg (who formerly served as a director of the Issuer), which shares are held for the benefit, and at the direction, of Deerfield Management.
Signature
/s/ Jonathan Isler, Attorney-in-Fact|2026-06-18

Documents

2 files