CRESCENT BIOPHARMA (CBIO) CSO’s 1,288-share sale covers RSU tax withholding

Rhea-AI Filing Summary

CRESCENT BIOPHARMA, INC. Chief Scientific Officer Jan Pinkas reported an open-market sale of 1,288 Ordinary Shares at a weighted average price of $17.99 per share. According to the disclosure, these shares were automatically sold to cover tax withholding obligations arising from the settlement of previously granted restricted stock units.

The sale was executed under a pre-arranged Rule 10b5-1 instruction adopted on February 26, 2026, indicating it was planned in advance specifically to pay taxes on vesting rather than a discretionary portfolio decision. Following the transaction, Pinkas directly holds 22,239 Ordinary Shares.

Insights

Insider trading and governance analyst

Tax-driven, pre-planned insider sale with limited signaling value.

The transaction involves Chief Scientific Officer Jan Pinkas selling 1,288 Ordinary Shares of CRESCENT BIOPHARMA, INC. at a weighted average of $17.99. The filing states the shares were sold automatically to satisfy tax withholding on restricted stock unit settlement.

The sale occurred pursuant to a pre-arranged Rule 10b5-1 instruction adopted on February 26, 2026, which typically indicates routine execution rather than opportunistic timing. After the sale, Pinkas still directly owns 22,239 Ordinary Shares, suggesting the transaction represents only a portion of his equity exposure.

Because the event is tax-related and executed under a 10b5-1 instruction, its informational content about management's view of the stock is limited. Future company filings may update on additional equity awards or subsequent routine tax-related transactions as restricted stock units continue to vest.

Insider Trade Summary 10b5-1

Net Seller: 1,288 shares ($23,171)

Net Sell 1 txn

Insider Pinkas Jan

Role Chief Scientific Officer

Sold 1,288 shs ($23K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	1,288	$17.99	$23K

Holdings After Transaction: Ordinary Shares — 22,239 shares (Direct, null)

Footnotes (1)

1. Represents shares automatically sold by the Reporting Person to satisfy tax withholding obligations in connection with the settlement of restricted stock units granted to the Reporting Person on December 15, 2025. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 instruction adopted by the Reporting Person on February 26, 2026, solely with the intent to cover taxes in connection with the vesting of the restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.88 to $18.86, 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 at which the transactions were effected.

Key Figures

Shares sold: 1,288 shares Weighted average sale price: $17.99 per share Price range: $16.88–$18.86 per share +3 more

6 metrics

Shares sold 1,288 shares Ordinary Shares sold on June 22, 2026

Weighted average sale price $17.99 per share Open-market sale to cover tax withholding

Price range $16.88–$18.86 per share Multiple transactions within reported sale

Shares held after transaction 22,239 shares Direct ownership by Jan Pinkas following sale

Rule 10b5-1 instruction date February 26, 2026 Adoption date of tax-focused trading instruction

RSU grant date December 15, 2025 Restricted stock units that triggered tax sale

Key Terms

Rule 10b5-1, restricted stock units, weighted average price, tax withholding obligations, +1 more

5 terms

Rule 10b5-1 regulatory

"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 instruction adopted by the Reporting Person"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

restricted stock units financial

"in connection with the settlement of restricted stock units granted to the Reporting Person on December 15, 2025"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

weighted average price financial

"The price reported in Column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

tax withholding obligations financial

"shares automatically sold by the Reporting Person to satisfy tax withholding obligations in connection with the settlement"

multiple transactions financial

"These shares were sold in multiple transactions at prices ranging from $16.88 to $18.86, inclusive"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/23/2026 - 04:05 PM Accepted by SEC EDGAR 06/23/2026 - 04:04 PM Learn about SEC filing dates

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).

X

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^*

Pinkas Jan

(Last) (First) (Middle)

C/O CRESCENT BIOPHARMA, INC.

300 FIFTH AVENUE

(Street)

WALTHAM MASSACHUSETTS 02451

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CRESCENT BIOPHARMA, INC. [ CBIO ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/22/2026		S		1,288(1)	D	$17.99(2)	22,239	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

Explanation of Responses:

1. Represents shares automatically sold by the Reporting Person to satisfy tax withholding obligations in connection with the settlement of restricted stock units granted to the Reporting Person on December 15, 2025. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 instruction adopted by the Reporting Person on February 26, 2026, solely with the intent to cover taxes in connection with the vesting of the restricted stock units.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.88 to $18.86, 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 at which the transactions were effected.

Remarks:

	/s/ Barbara Bispham, as attorney-in-fact for Jan Pinkas	06/23/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did CRESCENT BIOPHARMA (CBIO) report for Jan Pinkas?

CRESCENT BIOPHARMA disclosed that Chief Scientific Officer Jan Pinkas sold 1,288 Ordinary Shares at a weighted average price of $17.99. The filing explains the sale was tied to tax withholding obligations from the settlement of previously granted restricted stock units rather than a discretionary portfolio move.

Why did CBIO executive Jan Pinkas sell 1,288 shares of Crescent Biopharma stock?

The shares were sold automatically to cover tax withholding obligations related to vesting restricted stock units granted on December 15, 2025. The filing states the transaction was executed pursuant to a pre-planned Rule 10b5-1 instruction specifically intended to pay taxes connected with that RSU settlement.

At what price did Jan Pinkas’s CBIO shares sell in the reported Form 4 transaction?

The Form 4 reports a weighted average sale price of $17.99 per share. Footnotes clarify that the 1,288 shares were sold in multiple trades at prices ranging from $16.88 to $18.86, and detailed price information is available upon request from the reporting person.

How many CRESCENT BIOPHARMA shares does Jan Pinkas hold after the latest sale?

Following the 1,288-share sale, Chief Scientific Officer Jan Pinkas directly holds 22,239 Ordinary Shares. This indicates the reported transaction represents only part of his overall equity position in CRESCENT BIOPHARMA and that he retains a substantial remaining shareholding after the tax-related sale.

Was the CBIO insider sale by Jan Pinkas made under a Rule 10b5-1 trading plan?

Yes. The filing notes that the sales were effected under a Rule 10b5-1 instruction adopted on February 26, 2026. This instruction was established solely to cover tax obligations from the vesting of restricted stock units, indicating the transaction was pre-planned rather than timed reactively to market conditions.

What is the nature of the restricted stock units involved in Jan Pinkas’s CBIO transaction?

The tax-related sale relates to restricted stock units granted to Jan Pinkas on December 15, 2025. When these RSUs settled, they triggered tax withholding obligations. To satisfy those obligations, 1,288 shares were automatically sold, with the sale details disclosed in the Form 4 insider filing.