Beneski Benjamin Machinas 4

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

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Updated Feb 4, 2026

Allogene (ALLO) SVP/CTO Beneski Sells Shares, Receives RSU/Option Awards

What Happened

Benjamin Machinas Beneski, SVP and Chief Technical Officer of Allogene Therapeutics (ALLO), had a small open-market sale and received two derivative awards on Feb 2, 2026. He sold 7,549 shares at a weighted-average price of $1.73 for proceeds of $13,060 (sale reported as code S). He was also granted two awards totaling 479,477 derivative units (373,757 and 105,720) reported at $0.00 (code A).
The sale was a sell-to-cover to satisfy tax withholding obligations tied to the vesting of restricted stock units (per footnote F1), not characterized as a discretionary market sale.

Key Details

Transaction date: February 2, 2026. Form filed February 4, 2026 (timely).
Sale: 7,549 shares disposed; weighted-average price $1.73; prices in the sale ranged $1.71–$1.75 (footnote F2). Proceeds reported: $13,060.
Awards: two derivative grants totaling 479,477 units (373,757 and 105,720) reported with $0.00 price (derivative awards).
Vesting/award notes: one award follows a 4-year annual vesting schedule (RSUs—4 equal annual installments from Feb 2, 2026; footnote F4). The other award includes an option-style vesting schedule with 25% vesting on Feb 2, 2027 and the remainder vesting in 36 equal monthly installments thereafter (footnote F3).
Shares owned after the transactions: not specified in the provided excerpt.
Footnotes: F1 = sale was mandatory "sell-to-cover" for taxes; F2 = weighted-average sale price; F3 & F4 = vesting schedules and RSU description.

Context

The sale appears routine (sell-to-cover for tax withholding) and is commonly required by equity plans; it should not be interpreted as a discretionary bearish signal. The awards are derivative grants (one set of RSUs and one set with an option-style vesting schedule) that vest over time subject to continued service.

Form 4

Period: 2026-02-02

SVP, Chief Technical Officer

Transactions

Sale
Common Stock
[F1][F2]
2026-02-02$1.73/sh−7,549$13,060→ 210,172 total
Award
Stock Option (Right to buy)
[F3]
2026-02-02+373,757→ 373,757 total
Exercise: $1.87Exp: 2036-02-02→ Common Stock (373,757 underlying)
Award
Restricted Stock Unit
[F4]
2026-02-02+105,720→ 105,720 total
→ Common Stock (105,720 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. These shares were sold in multiple transactions at prices ranging from $1.71 to $1.75, inclusive. The reporting person undertakes to provide to 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

/s/Earl Douglas, Attorney-in-Fact|2026-02-04

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