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Amylyx Pharmaceuticals (AMLX) CFO reports automatic tax-withholding stock sale

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Amylyx Pharmaceuticals, Inc. Chief Financial Officer James M. Frates reported an automatic sale of company stock related to equity compensation. On January 6, 2026, he sold 3,326 shares of common stock at a weighted average price of $11.1106 per share to cover tax withholding obligations from the vesting of restricted stock units, and the filing notes that these sales were not at his discretion.

Following this transaction, he held 177,104 shares of Amylyx common stock directly. The filing also lists additional indirect holdings in family-related trusts, including 100,000 shares in a 2025 grantor retained annuity trust, and other shares in earlier family trusts, where he serves as trustee and disclaims beneficial ownership except to the extent of any pecuniary interest.

Positive

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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
Estimated average burden
hours per response: 0.5
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*
FRATES JAMES M

(Last) (First) (Middle)
C/O AMYLYX PHARMACEUTICALS, INC.
55 CAMBRIDGE PARKWAY, SUITE 6W

(Street)
CAMBRIDGE MA 02142

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Amylyx Pharmaceuticals, Inc. [ AMLX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/06/2026
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)
Code V Amount (A) or (D) Price
Common Stock 01/06/2026 S(1) 3,326(1) D $11.1106(2) 177,104 D
Common Stock 100,000(3) I By Trust(3)
Common Stock 15,459 I By Trust(4)
Common Stock 11,072 I By Trust(5)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. Such sales were automatic and not at the discretion of the Reporting Person.
2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $10.99 to $11.16. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request.
3. On December 15, 2025, the Reporting Person contributed 100,000 shares of Issuer common stock to a grantor retained annuity trust for no consideration. Shares held by the JAMES M. FRATES 2025 GRAT NO 1 U/A DTD 12/12/2025, for which the Reporting Person serves as trustee and is the sole annuitant. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
4. Shares held by the James M. Frates 2024 Grantor Retained Annuity Trust No. 1, for which the Reporting Person serves as trustee and is the sole annuitant. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
5. Shares held by the FRATES FAMILY 2013 IRREV TRUST, for which the Reporting Person serves as trustee. The Reporting Person disclaims beneficial ownership of such shares for purposes of Section 16 except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.
/s/ Joshua B. Cohen, as Attorney in Fact 01/08/2026
** 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.

FAQ

What insider transaction did Amylyx Pharmaceuticals (AMLX) report for its CFO?

The Chief Financial Officer, James M. Frates, reported selling 3,326 shares of Amylyx common stock on January 6, 2026. The filing states this sale was made to cover tax withholding obligations from the vesting of restricted stock units and was automatic, not at his discretion.

At what price were the Amylyx (AMLX) CFO’s shares sold on January 6, 2026?

The 3,326 shares of Amylyx common stock were sold at a weighted average price of $11.1106 per share. The filing explains that the shares were sold in multiple trades at prices ranging from $10.99 to $11.16.

How many Amylyx (AMLX) shares does the CFO hold directly after this Form 4 transaction?

After the reported sale on January 6, 2026, Chief Financial Officer James M. Frates beneficially owned 177,104 shares of Amylyx common stock in direct ownership.

Why does the Amylyx (AMLX) Form 4 mention that the CFO’s sale was automatic?

The filing states that the sold shares were required to be sold to satisfy tax withholding obligations from restricted stock unit vesting. It specifies that these sales were automatic and not at the discretion of the reporting person.

What indirect Amylyx (AMLX) share holdings related to the CFO are disclosed?

The Form 4 lists indirect holdings of Amylyx common stock in several trusts, including 100,000 shares in the JAMES M. FRATES 2025 GRAT NO 1 and additional shares in a 2024 grantor retained annuity trust and the FRATES FAMILY 2013 IRREV TRUST. The CFO serves as trustee and disclaims beneficial ownership except for any pecuniary interest.

Did the Amylyx (AMLX) CFO receive any consideration for contributing shares to the 2025 GRAT?

The explanation notes that on December 15, 2025, the reporting person contributed 100,000 shares of Amylyx common stock to a grantor retained annuity trust for no consideration. Those shares are now held by that trust as an indirect holding.

Amylyx Pharmaceuticals

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