Noci Darlene 4

What Happened

• Darlene Noci, Chief Development Officer of Nuvalent (NUVL), exercised options on 5,500 shares on 2026-06-29 at a strike price of $27.85 (cost $153,175) and sold those 5,500 shares the same day in the open market for weighted-average proceeds of $679,305. The filing also records a related derivative conversion/disposition for 5,500 shares at $0.00 (reflecting the option conversion/settlement).

Key Details

• Transaction date: June 29, 2026; Form 4 filed July 1, 2026 (appears timely).
• Exercise: 5,500 shares acquired at $27.85 each — total cost $153,175.
• Sale: 5,500 shares sold in multiple trades for a weighted-average price of $123.51 — total proceeds $679,305 (prices ranged $123.47–$123.56).
• Derivative line: 5,500 shares recorded as disposed at $0.00 (reflects option conversion/settlement).
• Footnotes: Transactions were made under a Rule 10b5-1 trading plan adopted Nov 18, 2024 (F1). The reported sale price is a weighted average; the filer can provide per-trade prices on request (F2). Underlying options vest monthly over four years beginning Jan 6, 2023 (F3).
• Shares owned after transaction: Not stated in the provided filing excerpt.

Context

• This was an exercise-and-sell on the same day (effectively a cashless exercise followed by a market sale). The sale was executed under a pre-established 10b5-1 plan, which schedules trades in advance and is commonly used to avoid trading on material nonpublic information.
• Sales by executives are often routine (e.g., option exercises, tax/portfolio management). The filing shows gross proceeds of $679,305 vs. $153,175 in exercise cost (about $526,130 difference) before taxes and fees.