Douglas Earl Martin 4

4 · Allogene Therapeutics, Inc. · Filed Feb 4, 2026

AI-generated summary of this filing

Updated Feb 4, 2026

Allogene SVP/GC Douglas Martin Sells Shares, Gets RSU & Option Grants

What Happened

Douglas Earl Martin, Allogene Therapeutics' Senior VP and General Counsel, had a sell-to-cover transaction and received new equity awards on Feb 2, 2026. He sold 22,900 shares in a mandated tax-withholding sale for a weighted average price of $1.76 per share (total ≈ $40,304). The filing also reports two derivative grants totaling 691,552 shares (no cash paid): one stock option grant and one restricted stock unit (RSU) award.

Key Details

Transaction date: February 2, 2026; Form 4 filed Feb 4, 2026 (timely filing).
Sale: 22,900 shares disposed, weighted avg price $1.76; sale prices ranged $1.71–$1.82 per F2.
Grants: 539,072 and 152,480 derivative awards reported at $0.00 (no immediate cash outlay).
Vesting notes: F3 describes the option vesting (25% after one year, then monthly over 36 months); F4 describes the RSU vesting (four equal annual installments beginning Feb 2, 2026).
Tax withholding: F1 states the 22,900-share sale was a mandatory "sell-to-cover" to satisfy tax withholding and was not a discretionary sale.
Shares owned after transaction: not disclosed in this filing.

Context

The sale was a routine sell-to-cover tied to vesting/tax obligations, not an indicated market-timing trade. The larger items are the equity awards (options and RSUs), which vest over multiple years and represent compensation rather than an immediate market purchase.

Form 4

Period: 2026-02-02

SVP, General Counsel

Transactions

Sale
Common Stock
[F1][F2]
2026-02-02$1.76/sh−22,900$40,304→ 564,948 total
Award
Stock Option (Right to buy)
[F3]
2026-02-02+539,072→ 539,072 total
Exercise: $1.87Exp: 2036-02-02→ Common Stock (539,072 underlying)
Award
Restricted Stock Unit
[F4]
2026-02-02+152,480→ 152,480 total
→ Common Stock (152,480 underlying)

Footnotes (4)

[F1]Represents the number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plan to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
[F2]The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions ranging from $1.71 to $1.82, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
[F3]25% of the shares subject to the stock option shall vest on February 2, 2027, and the remaining shares shall vest in 36 equal monthly installments thereafter.
[F4]Represents an award of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of the Companys Common Stock. The RSUs will vest in 4 successive equal annual installments over the four-year period measured from February 2, 2026, subject to continued service through the vesting date.

Signature

Earl Douglas, Attorney-in-fact|2026-02-04

1 file