Amoroso Michael 4

What Happened

• Michael Amoroso, President, CEO and Director of Precision Biosciences (DTIL), had RSUs vest and convert into 115,378 shares on January 20, 2026.
• Under a Rule 10b5‑1 plan, he sold 34,799 of those shares on January 22, 2026 at a weighted average price of $4.17, receiving $145,112. The sales were a sell‑to‑cover to satisfy tax withholding; the remaining ~80,579 shares from the settlement were not sold.

Key Details

• Transaction dates: RSU vesting/conversion on 2026-01-20; sale on 2026-01-22.
• Sale price: weighted average $4.17 (range $3.97–$4.30). Total proceeds reported: $145,112.
• RSU conversion: 8,888 + 37,069 + 69,421 = 115,378 shares converted/settled.
• Net shares retained from this settlement (after sell‑to‑cover): ~80,579 shares.
• Plan/footnotes: Sales effected pursuant to a Rule 10b5‑1 plan (adopted Aug 2, 2024); sales were solely to cover tax withholding (footnote F3). RSUs were from grants in 2023 and 2024 with multi‑year vesting schedules (F5–F7).
• Filing timeliness: Form 4 filed 2026-01-22 reporting transactions through 2026-01-20; no late filing indicated in the provided information.

Context

• These were RSU settlements (not option exercises for cash): RSUs converted into shares, and a portion was sold to cover taxes — a routine, non‑directional event.
• The insider reported not selling shares for any reason other than tax withholding. For retail investors, routine sell‑to‑cover transactions generally do not signal broader insider sentiment compared with open‑market sales of existing holdings.