Absci (ABSI) CEO Sean McClain receives major equity grants and tax-share withholding

Filing Impact

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Filing Sentiment

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Form Type

Rhea-AI Filing Summary

Absci Corp Chief Executive Officer Sean McClain reported equity compensation and related tax withholding transactions. On March 2, 2026, he received 406,200 shares of common stock as a restricted stock unit award and a stock option for 1,603,200 shares at an exercise price of $0.00 per share, both vesting in three equal annual installments starting March 1, 2027, subject to continued service. On March 3, 2026, 25,316 shares of common stock were withheld at $2.80 per share to cover tax obligations from RSU vesting, which the filing states was not a discretionary trade.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider McClain Sean

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	25,316	$2.80	$71K
Grant/Award	Stock Option (right to buy)	1,603,200	$0.00	--
Grant/Award	Common Stock	406,200	$0.00	--

Holdings After Transaction: Common Stock — 8,715,451 shares (Direct); Stock Option (right to buy) — 1,603,200 shares (Direct)

Footnotes (1)

The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Absci Corporation 2021 Stock Option and Incentive Plan. The RSUs shall vest and be settled in three substantially equal annual installments with the first such annual installment vesting on March 1, 2027, subject to the Reporting Person's continuous service to the Issuer on each such date. Amount reported represents the number of shares withheld by the Issuer to cover the tax withholding obligation in connection with the vesting of these restricted stock units and does not represent a discretionary trade by the reporting person. The shares subject to this option shall vest and become exercisable over a three year period, in substantially equal annual installments with the first such installment vesting on March 1, 2027, subject to the Reporting Person's continuous service to the Issuer on each such date.

Form 4 Insider Transactions: What Each Field Means →

03/04/2026 - 09:05 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McClain Sean

(Last)

(First)

(Middle)

C/O ABSCI CORPORATION

18105 SE MILL PLAIN BLVD

(Street)

VANCOUVER

98683

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Absci Corp [ ABSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/02/2026		A		406,200⁽¹⁾	A	$0	8,740,767	D
Common Stock	03/03/2026		F		25,316⁽²⁾	D	$2.8	8,715,451	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$2.8	03/02/2026		A		1,603,200⁽³⁾		⁽³⁾	02/29/2036	Common Stock	1,603,200	$0	1,603,200	D

Explanation of Responses:

1. The shares reported in this transaction represent Restricted Stock Units ("RSUs") issued under the Absci Corporation 2021 Stock Option and Incentive Plan. The RSUs shall vest and be settled in three substantially equal annual installments with the first such annual installment vesting on March 1, 2027, subject to the Reporting Person's continuous service to the Issuer on each such date.

2. Amount reported represents the number of shares withheld by the Issuer to cover the tax withholding obligation in connection with the vesting of these restricted stock units and does not represent a discretionary trade by the reporting person.

3. The shares subject to this option shall vest and become exercisable over a three year period, in substantially equal annual installments with the first such installment vesting on March 1, 2027, subject to the Reporting Person's continuous service to the Issuer on each such date.

Remarks:

	/s/ Shelby Walker, attorney-in-fact	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Absci (ABSI) CEO Sean McClain report on this Form 4?

Sean McClain reported equity compensation awards and tax withholding transactions. He received restricted stock units and a stock option grant on March 2, 2026, and had shares withheld on March 3, 2026, to satisfy tax obligations related to RSU vesting, not as discretionary sales.

How many Absci (ABSI) restricted stock units were granted to CEO Sean McClain?

Sean McClain was granted 406,200 shares of Absci common stock as restricted stock units. According to the filing, these RSUs vest and settle in three substantially equal annual installments beginning March 1, 2027, subject to his continuous service with the company on each vesting date.

What are the terms of the stock option granted to Absci (ABSI) CEO Sean McClain?

McClain received a stock option covering 1,603,200 shares with an exercise price of $0.00 per share. The option vests over three years in substantially equal annual installments, starting March 1, 2027, contingent on his continued service with Absci on each vesting date.

Why were 25,316 Absci (ABSI) shares disposed of in Sean McClain’s Form 4?

The filing states 25,316 shares were withheld by Absci at $2.80 per share to cover tax withholding obligations from RSU vesting. It clarifies this was a tax-withholding disposition and not a discretionary trade or open-market sale by Sean McClain.

When do Sean McClain’s Absci (ABSI) RSUs and stock options start vesting?

Both the restricted stock units and the stock option begin vesting on March 1, 2027. The filing explains they vest in three substantially equal annual installments, and each installment requires McClain’s continuous service with Absci on the applicable vesting date.

How many Absci (ABSI) shares does Sean McClain hold after these Form 4 transactions?

After the March 3, 2026 tax-withholding disposition, McClain directly owned 8,715,451 shares of Absci common stock. The filing also shows he directly held 1,603,200 stock options following the grant reported on March 2, 2026, subject to the stated vesting schedule.