[Form 4] Candel Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Christopher Martell, Director of Candel Therapeutics (CADL), reported significant insider transactions and holdings on June 28, 2025:

Key Transaction: Acquired 111,349 shares of Common Stock at $4.67 per share on June 25, 2025, through a registered direct offering. These shares are held indirectly through his spouse.

Additional Indirect Holdings:

• 152,000 shares held through GTAM1 2012 LLC (trust where Martell serves as trustee)
• 283,514 shares held through GTAM1 2012 ADV LLC (where Martell serves as manager)

Total beneficial ownership across all indirect holdings amounts to 546,863 shares. The transaction was executed pursuant to a Securities Purchase Agreement dated June 23, 2025. Martell disclaims beneficial ownership of trust-held shares except for his pecuniary interest.

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^*

Martell Christopher

(Last) (First) (Middle)

C/O CANDEL THERAPEUTICS, INC.

117 KENDRICK ST., SUITE 450

(Street)

NEEDHAM MA 02494

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Candel Therapeutics, Inc. [ CADL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/25/2025		A(1)		111,349	A	$4.67	111,349	I	By Spouse(2)
Common Stock								152,000	I	By GTAM1 2012 LLC(3)
Common Stock								283,514	I	By GTAM1 2012 ADV LLC(4)

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 acquired from the Issuer in a registered direct offering pursuant to the terms of a Securities Purchase Agreement dated as of June 23, 2025.

2. Shares held by Spouse.

3. Shares held by GTAM1 2012 LLC, which is wholly owned by a trust for which the Reporting Person serves as trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any.

4. Shares held by GTAM1 2012 ADV LLC, for which the Reporting Person serves as manager. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any.

	/s/ Charles Schoch, as Attorney-In-Fact for Christopher Martell	06/26/2025
	** 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.

FAQ

How many shares of CADL stock did Christopher Martell acquire on June 25, 2025?

Christopher Martell acquired 111,349 shares of CADL common stock at a price of $4.67 per share through his spouse in a registered direct offering on June 25, 2025.

What is the total indirect ownership of CADL shares by Christopher Martell as of June 2025?

Christopher Martell indirectly owns a total of 546,863 shares of CADL through three entities: 111,349 shares held by his spouse, 152,000 shares held by GTAM1 2012 LLC, and 283,514 shares held by GTAM1 2012 ADV LLC.

What was the purchase price per share in CADL's June 2025 registered direct offering?

The purchase price in CADL's registered direct offering dated June 23, 2025, was $4.67 per share.

What positions does Christopher Martell hold at CADL according to the Form 4?

According to the Form 4, Christopher Martell serves as a Director of Candel Therapeutics, Inc. (CADL).

How are Christopher Martell's CADL shares held through GTAM1 entities structured?

Christopher Martell's CADL shares are held through two entities: GTAM1 2012 LLC (which is wholly owned by a trust for which he serves as trustee) and GTAM1 2012 ADV LLC (for which he serves as manager). He disclaims beneficial ownership of these shares except for his pecuniary interest.