Bicycle Therapeutics CFO sells 324 shares to cover RSU taxes at $8.4

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Bicycle Therapeutics PLC (BCYC) Chief Accounting Officer Travis Thompson reported two routine share sales tied to the vesting and settlement of restricted stock units. On 10/02/2025 he sold 221 ordinary shares at a weighted average price of $8.40 and on 10/03/2025 he sold 103 ordinary shares at a weighted average price of $8.41. The filings state these were "sell to cover" transactions required to meet statutory tax withholding for RSU vesting and were not discretionary sales. Following the transactions his direct beneficial ownership is shown as 31,197 ordinary shares.

Positive

Transparent disclosure of "sell to cover" transactions and weighted-average prices
Reporting person retained a substantial direct holding of 31,197 ordinary shares after the sales
Offer to provide detailed trade breakdown supports transparency about execution prices

Negative

Insider reduced direct holdings by 324 shares through mandatory sales to cover tax withholding

Insights

Routine tax-driven insider sales; compliance-focused disclosure.

The filings show two small transactions executed to satisfy statutory tax withholding on vesting restricted stock units, a common and pre-authorized mechanism that limits discretionary trading by insiders. The reporting person continued to hold a substantial direct stake—reported as 31,197 shares after the sales.

Governance implications are minimal when sales are explicitly labeled as "sell to cover"; investors may note timing around RSU vesting cycles and expect similar filings near future vesting events.

Small-volume sales at roughly $8.4 per share, executed across two days.

The disclosed weighted-average prices ranged from $8.37 to $8.50 across the multiple transactions that together covered withholding obligations. The filer offers to provide detailed per‑trade pricing on request, which supports transparency about execution prices.

Material impact is low given the sale size (324 shares total) relative to the issuer's outstanding shares; analysts tracking insider activity can use these filings to confirm award settlement mechanics in the near term.

Insider Trade Summary

Net Seller: 324 shares ($2,723)

Net Sell 2 txns

Insider Thompson Travis Alvin

Role CHIEF ACCOUNTING OFFICER

Sold 324 shs ($3K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	103	$8.41	$866.23
Sale	Ordinary Shares	221	$8.40	$2K

Holdings After Transaction: Ordinary Shares — 31,197 shares (Direct)

Footnotes (1)

Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting and settlement of restricted stock units. 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.37 to $8.45 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 (2) and (3). The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.40 to $8.50 inclusive.

Form 4 Insider Transactions: What Each Field Means →

10/06/2025 - 04:45 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
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^*

Thompson Travis Alvin

(Last)

(First)

(Middle)

C/O BICYCLE THERAPEUTICS PLC

BLOCKS A & B, PORTWAY BUILDING

(Street)

CAMBRIDGE

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 ACCOUNTING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

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)
Ordinary Shares	10/02/2025		S		221⁽¹⁾	D	$8.4⁽²⁾	31,300	D
Ordinary Shares	10/03/2025		S		103⁽¹⁾	D	$8.41⁽³⁾	31,197	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)

Explanation of Responses:

1. Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting and settlement of restricted stock units. 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.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.37 to $8.45 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 (2) and (3).

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.40 to $8.50 inclusive.

	/s/ Travis Thompson	10/06/2025
	** 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 did BCYC insider Travis Thompson report on Form 4?

He reported two "sell to cover" transactions tied to RSU vesting: 221 shares sold on 10/02/2025 and 103 shares sold on 10/03/2025.

Why were the shares sold by the reporting person?

The sales were required by the award agreement to satisfy statutory tax withholding obligations related to restricted stock unit vesting and were not discretionary.

At what prices were the shares sold?

The filings report weighted-average prices of approximately $8.40 (range $8.37–$8.45) and $8.41 (range $8.40–$8.50); a detailed per-trade breakdown is available on request.

How many shares does the reporting person own after these transactions?

Following the reported transactions the reporting person beneficially owned 31,197 ordinary shares directly.

Were these transactions part of a Rule 10b5-1 plan?

The Form 4 does not indicate that the transactions were made pursuant to a Rule 10b5-1 plan; they are described as mandatory "sell to cover" sales under the award agreement.