CAI Form 4: George Poste Exercises Options and Disposes Shares

Rhea-AI Filing Summary

George Poste, a director of Caris Life Sciences (CAI), reported option exercise and share dispositions on 08/11/2025 resulting in changes to his beneficial ownership.

The filing shows a 125,000-share option exercise at $2.44, recorded as an acquisition. The report also lists two dispositions of common stock: 48,022 shares and 91,495 shares, each at $29.75. Table entries show sequential direct beneficial ownership figures of 359,754, 311,732 and 220,237 following the reported transactions, and an indirect holding of 307,594 shares through a family trust. The filing notes the underlying stock option is fully vested and exercisable, and the form was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Clear disclosure of option exercise and share dispositions by a director, supporting regulatory transparency.
• Option fully vested and exercisable, indicating no vesting uncertainty for the reported grant.

Negative

• Substantial disposals totaling 139,517 shares (48,022 and 91,495) by a director, which reduced direct holdings shown in the filing.
• The filing shows a decline in direct beneficial ownership across the reported lines (from 359,754 to 220,237), which may be viewed unfavorably by some stakeholders.

Insights

Securities Analyst

TL;DR: Director exercised 125,000 options at $2.44 and sold 139,517 shares at $29.75, materially changing direct holdings reported.

The transaction set shows a large option exercise combined with two sizable dispositions. The exercise created 125,000 common shares at a low exercise price, while disposals totaling 139,517 shares were executed at $29.75 each. The reported line-item ownership figures decline across the entries from 359,754 to 220,237 direct shares, with an additional 307,594 shares held indirectly by a family trust. For investors, these disclosed movements alter the insider’s direct stake and should be tracked for subsequent ownership disclosures and potential signaling to the market. Impact assessment: not a corporate operational change but a material insider position shift.

Corporate Governance Expert

TL;DR: Large insider option exercise and sales are fully disclosed; governance transparency maintained but direct ownership declined.

The Form 4 provides clear disclosure of the director’s activity: a fully vested option converted into 125,000 shares and two reported disposals at $29.75 per share. The filing also documents an indirect holding via a family trust. From a governance perspective, prompt, detailed reporting preserves compliance and transparency. The pattern—exercise plus immediate dispositions—should be recorded in the company’s insider transaction history for stakeholder review, though the form itself contains no operational or financial guidance about company performance.

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^*

POSTE GEORGE

(Last) (First) (Middle)

C/O CARIS LIFE SCIENCES, INC.

750 W. JOHN CARPENTER FREEWAY, SUITE 800

(Street)

IRVING TX 75039

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Caris Life Sciences, Inc. [ CAI ]

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)
08/11/2025

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	08/11/2025		M		125,000	A	$2.44	359,754	D
Common Stock	08/11/2025		F		48,022	D	$29.75	311,732	D
Common Stock	08/11/2025		F		91,495	D	$29.75	220,237	D
Common Stock								307,594	I	By Family Trust

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
Stock Option	$2.44	08/11/2025		M		125,000		(1)	09/15/2025	Common Stock	125,000	$0	0	D

Explanation of Responses:

1. The stock option is fully vested and exercisable.

	/s/ J. Russel Denton, Attorney-in-Fact for George Poste	08/13/2025
	** 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

What transactions did George Poste report on the Form 4 for CAI?

The Form 4 reports a 125,000-share option exercise at $2.44 and two dispositions of common stock of 48,022 and 91,495 shares at $29.75 each, dated 08/11/2025.

How many shares does the Form 4 show as held indirectly by George Poste?

The filing shows 307,594 shares held indirectly by a family trust.

Is the exercised option exercisable and vested?

Yes. The form’s explanation states the stock option is fully vested and exercisable.

How did direct beneficial ownership figures change after the transactions?

The table lists sequential post-transaction direct ownership figures of 359,754, 311,732 and 220,237 following the reported transactions.