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Caris Life Sciences EVP Adds $630k in Stock, Receives 132k RSUs

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

Rhea-AI Filing Summary

Caris Life Sciences, Inc. (CAI) – Form 4 insider transaction

The filing reports two transactions by Brian J. Brille, Vice-Chairman, Executive Vice President and Director of Caris Life Sciences:

  • 18 Jun 2025: Award of 132,428 restricted stock units (RSUs). RSUs were granted at no cost and will vest according to the grant agreement. Following the award, Brille’s direct holdings increased by the same amount.
  • 20 Jun 2025: Open-market purchase of 30,000 common shares at $21.00 per share, indicating a personal cash outlay of approximately $630,000.

After the reported transactions:

  • Direct ownership: 162,428 common shares.
  • Indirect ownership: 500,000 common shares held through trusts (Brille disclaims beneficial ownership beyond his pecuniary interest).

No derivative securities were reported, and no dispositions took place. The filing confirms that Brille remains subject to Section 16 reporting obligations. The purchase was not flagged as a Rule 10b5-1 transaction, suggesting it was discretionary.

Investor takeaway: A sizeable open-market buy combined with a large RSU grant increases Brille’s economic exposure to CAI, which market participants often interpret as a sign of insider confidence in the company’s prospects. However, the filing provides no additional operational or financial data that would allow an assessment of fundamental performance.

Positive

  • $630k open-market purchase of 30,000 shares at $21 signals insider confidence.
  • 132,428 RSU award further aligns executive compensation with shareholder value.
  • Total direct ownership rises to 162,428 shares, strengthening management’s equity stake.

Negative

  • None.

Insights

TL;DR: Director/EVP buys 30k CAI shares at $21 and receives 132k RSUs—signal of insider confidence; modestly positive.

Brille’s open-market purchase is meaningful in both absolute ($630k) and relative (≈23% of his new direct stake) terms, suggesting conviction rather than token accumulation. The concurrent 132k-unit RSU grant aligns long-term incentives but is non-cash and therefore less informative on confidence. Total direct plus indirect ownership now sits at ~662k shares, giving Brille notable skin in the game. While insider buys statistically correlate with positive abnormal returns, causality is uncertain and the absence of operating metrics limits valuation insight. Nonetheless, the action reduces float and sends a constructive governance signal.

TL;DR: Increased ownership strengthens executive alignment; no red flags detected—overall positive governance event.

The dual role (Vice-Chairman & EVP) already placed Brille in a key oversight position. By adding ~25% more direct equity, he heightens alignment with shareholder interests, which governance frameworks view favorably. The RSU grant vests over time, promoting retention and long-term focus. No accelerated vesting, option repricing or related-party nuances are present. The indirect 500k-share trust holding is disclosed with a disclaimer, satisfying transparency norms. From a governance standpoint, this Form 4 enhances, rather than detracts from, the board’s incentive structure.

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*
Brille Brian J

(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
X Officer (give title below) Other (specify below)
See Remarks
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025
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 06/18/2025 A 132,428(1) A $0 132,428 D
Common Stock 06/20/2025 P 30,000 A $21 162,428 D
Common Stock 500,000 I By Trusts(2)
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 an award of restricted stock units which vest in accordance with the applicable grant agreement.
2. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest therein.
Remarks:
Vice Chairman and Executive Vice President
/s/ J. Russel Denton, Attorney-in-Fact 06/23/2025
** 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 CAI shares did Brian J. Brille buy on 20 June 2025?

He purchased 30,000 common shares at $21.00 per share.

What is Brian J. Brille’s total direct ownership in CAI after the transactions?

After the reported transactions, he directly owns 162,428 shares of CAI.

How many restricted stock units were granted to the insider on 18 June 2025?

He received an award of 132,428 RSUs that vest per the grant agreement.

Does the filing disclose any dispositions or sales of CAI stock?

No; the filing lists only acquisitions—an RSU grant and an open-market purchase.

What indirect CAI ownership does Brian J. Brille hold?

He indirectly owns 500,000 shares through trusts, with beneficial ownership disclaimed beyond his pecuniary interest.
Caris Life Sciences, Inc.

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5.42B
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Biotechnology
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United States
IRVING