Bicycle Therapeutics (BCYC) CTO gets equity awards, sells shares in Form 4

Rhea-AI Filing Summary

Bicycle Therapeutics chief technology officer Michael Skynner reported new equity awards and related tax-share sales. On January 2, 2026, he received 50,000 restricted share units, each representing one ordinary share at $0, with one-fourth vesting on January 2, 2027 and the rest vesting in 12 equal quarterly installments. He also received an employee stock option for 100,000 ordinary shares at an exercise price of $7.08, vesting one-fourth on January 2, 2027 and the remainder in 36 equal monthly installments.

To cover statutory tax withholding obligations from RSU vesting and settlement, 3,045 ordinary shares were sold on January 2, 2026 at a weighted average price of $6.8 and 3,266 shares were sold on January 5, 2026 at a weighted average price of $6.46, as mandated by his award agreement. After these transactions, he directly owned 161,966 ordinary shares and 100,000 options.

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

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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^*

Skynner Michael

(Last) (First) (Middle)

C/O BICYCLE THERAPEUTICS PLC

BLOCKS A & B, PORTWAY BUILDING

(Street)

CAMBRIDGE X0 CB21 6GS

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BICYCLE THERAPEUTICS PLC [ BCYC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF TECHNOLOGY OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026

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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	01/02/2026		A		50,000(1)	A	$0(2)	168,277	D
Ordinary Shares	01/02/2026		S(3)		3,045	D	$6.8(4)	165,232	D
Ordinary Shares	01/05/2026		S(3)		3,266	D	$6.46(5)	161,966	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$7.08	01/02/2026		A		100,000		(6)	01/02/2036	Ordinary Shares	100,000	$0	100,000	D

Explanation of Responses:

1. Represents a restricted share unit ("RSU") award. One-fourth (1/4) of the total number of RSUs shall vest on January 2, 2027 and the remaining RSUs shall vest in 12 equal quarterly installments thereafter.

2. Each RSU represents a contingent right to receive one ordinary share.

3. Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting and settlement of the RSUs. This sale is mandated by the Reporting Person's award agreement that requires the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.62 to $7.11 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 ranges set forth in footnotes (4) and (5).

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.30 to $6.70 inclusive.

6. This option shall vest with respect to one-fourth (1/4) of the total number of shares underlying the option on January 2, 2027 and the remaining shares in 36 equal monthly installments thereafter.

	/s/ Travis Thompson, Attorney-in-Fact	01/06/2026
	** 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 activity did BCYC CTO Michael Skynner report on this Form 4?

The Form 4 shows that Michael Skynner, CTO of Bicycle Therapeutics, received a 50,000-unit RSU award and a 100,000-share stock option, and sold small blocks of ordinary shares to cover tax withholding tied to RSU vesting.

How many Bicycle Therapeutics (BCYC) RSUs were granted to the CTO and how do they vest?

The CTO received 50,000 restricted share units. One-fourth vests on January 2, 2027, and the remaining RSUs vest in 12 equal quarterly installments afterward.

What stock options did the Bicycle Therapeutics (BCYC) CTO receive?

He was granted an employee stock option for 100,000 ordinary shares with a $7.08 exercise price. One-fourth vests on January 2, 2027, and the remaining shares vest in 36 equal monthly installments.

Why did the BCYC CTO sell Bicycle Therapeutics ordinary shares in January 2026?

Footnotes state the sales represent shares required to be sold to cover statutory tax withholding obligations related to RSU vesting and settlement, mandated by his award agreement as a "sell to cover" and not a discretionary sale.

How many Bicycle Therapeutics (BCYC) shares did the CTO sell and at what prices?

He sold 3,045 ordinary shares on January 2, 2026 at a $6.8 weighted average price and 3,266 shares on January 5, 2026 at a $6.46 weighted average price, in multiple transactions within the stated price ranges.

What is the BCYC CTO’s direct share ownership after these Form 4 transactions?

After the reported transactions, Michael Skynner directly owned 161,966 ordinary shares of Bicycle Therapeutics and 100,000 stock options.