Nurix Therapeutics, Inc.·4

Jan 30, 8:36 PM ET

Hansen Gwenn 4

4 · Nurix Therapeutics, Inc. · Filed Jan 30, 2026

Research Summary

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Nurix (NRIX) CSO Gwenn Hansen Exercises RSUs, Sells 4,895 Shares

What Happened Gwenn Hansen, Chief Scientific Officer of Nurix Therapeutics (NRIX), had RSUs convert to common stock on Jan 30, 2026 (11,816 shares in total). Of those, she sold 4,797 shares at a weighted average of $16.58 (proceeds $79,547) and 98 shares at a weighted average of $17.37 (proceeds $1,702), for combined cash proceeds of about $81,249. The filing shows the remaining converted shares were withheld/surrendered in connection with tax withholding obligations rather than discretionary sales.

Key Details

  • Transaction date: 2026-01-30 (filed same day).
  • Conversion (derivative exercise/RSU settlement): 11,816 shares acquired via conversion of RSUs (exercise/conversion code M).
  • Open-market sales: 4,895 shares sold (4,797 @ $16.58; 98 @ $17.37); total proceeds ≈ $81,249. Price ranges reported: $16.33–$17.32 and $17.33–$17.49 (weighted averages provided).
  • Withholding/surrender: Remaining converted shares were surrendered/withheld to satisfy tax withholding (not discretionary sales) per filing footnote.
  • Shares owned after transaction: Not reported in the provided summary of the filing.
  • Filing timeliness: Reported and filed on 2026-01-30 (appears timely).
  • Relevant footnotes: F1 = sales were mandated “sell-to-cover” for tax withholding; F4–F9 = RSU facts and vesting schedules (RSUs deliver one share upon vesting; various awards vest quarterly over multi-year schedules).

Context These transactions reflect RSU vesting and routine tax-withholding mechanics rather than a voluntary, discretionary sale for investment reasons. For retail investors, purchases or open-market buys by insiders can be a stronger signal of confidence; mandatory sell-to-cover transactions (like this one) are common when RSUs vest and generally should not be interpreted as a personal bearish view by the insider.

Insider Transaction Report

Form 4
Period: 2026-01-30
Hansen Gwenn
Chief Scientific Officer
Transactions
  • Exercise/Conversion

    Common Stock

    2026-01-30+3,20779,958 total
  • Exercise/Conversion

    Common Stock

    2026-01-30+2,00081,958 total
  • Exercise/Conversion

    Common Stock

    2026-01-30+3,75085,708 total
  • Exercise/Conversion

    Common Stock

    2026-01-30+2,85988,567 total
  • Sale

    Common Stock

    [F1][F2]
    2026-01-30$16.58/sh4,797$79,54783,770 total
  • Sale

    Common Stock

    [F1][F3]
    2026-01-30$17.37/sh98$1,70283,672 total
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F5][F6]
    2026-01-303,2070 total
    Exercise: $0.00Common Stock (3,207 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F7][F6]
    2026-01-302,0002,000 total
    Exercise: $0.00Common Stock (2,000 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F8][F6]
    2026-01-303,75018,750 total
    Exercise: $0.00Common Stock (3,750 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4][F9][F6]
    2026-01-302,85925,725 total
    Exercise: $0.00Common Stock (2,859 underlying)
Footnotes (9)
  • [F1]The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
  • [F2]Represents the weighted average sale price. The lowest price at which shares were sold was $16.33 and the highest price at which shares were sold was $17.32. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
  • [F3]Represents the weighted average sale price. The lowest price at which shares were sold was $17.33 and the highest price at which shares were sold was $17.49. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
  • [F4]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
  • [F5]The RSUs will vest in substantially equal increments quarterly over four years, with the first quarterly increment vesting on April 30, 2022, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person following vesting.
  • [F6]RSUs do not expire; they either vest or are canceled prior to the vest date.
  • [F7]The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2023, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
  • [F8]The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2024, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
  • [F9]The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2025, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
Signature
/s/ Daniel Burbach, as Attorney-in-Fact for Gwenn Hansen|2026-01-30

Documents

1 file
  • 4
    wk-form4_1769823412.xmlPrimary

    FORM 4