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  4. [Form 4] CRESCENT BIOPHARMA, INC. Insider Trading Activity

Crescent Biopharma (CBIO) CEO’s pre-planned tax sale covers RSU vesting

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

CRESCENT BIOPHARMA, INC. director and Chief Executive Officer Joshua T. Brumm reported an automatic sale of ordinary shares primarily related to equity compensation taxes. On June 22, 2026, he sold 42,305 ordinary shares at a weighted average price of $17.99 per share.

According to the disclosure, these shares were automatically sold to satisfy tax withholding obligations from the settlement of restricted stock units granted on December 15, 2025 and March 17, 2025, under a Rule 10b5-1 instruction adopted on February 28, 2026. Following the transaction, Brumm directly holds 281,212 ordinary shares of Crescent Biopharma.

Positive

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Negative

  • None.

Insights

Brumm’s Form 4 shows a pre-planned tax-related share sale with continued sizable holdings.

The transaction reports CEO Joshua T. Brumm selling 42,305 ordinary shares at a weighted average price of $17.99. Footnotes state the sale was automatically executed to cover tax withholding from vesting restricted stock units granted in 2025.

The filing notes a Rule 10b5-1 instruction adopted on February 28, 2026, indicating the sales were pre-planned rather than opportunistic. After the sale, Brumm directly holds 281,212 shares, so the filing mainly reflects routine equity-compensation tax management rather than a change in his overall exposure.

Insider Brumm Joshua T
Role Chief Executive Officer
Sold 42,305 shs ($761K)
Type Security Shares Price Value
Sale Ordinary Shares 42,305 $17.99 $761K
Holdings After Transaction: Ordinary Shares — 281,212 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 and March 17, 2025. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 instruction adopted by the reporting person on February 28, 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.
Shares sold 42,305 shares Ordinary shares sold on June 22, 2026
Weighted average sale price $17.99 per share Open-market sale to satisfy tax withholding
Shareholding after transaction 281,212 shares Directly held by CEO following sale
Price range of sales $16.88–$18.86 per share Multiple transactions within this range
RSU grant dates December 15, 2025 and March 17, 2025 Restricted stock units whose vesting triggered tax sale
Rule 10b5-1 instruction date February 28, 2026 Date CEO adopted pre-planned sale instruction
restricted stock units financial
"in connection with the settlement of restricted stock units granted to the Reporting Person"
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.
tax withholding obligations financial
"shares automatically sold by the Reporting Person to satisfy tax withholding obligations"
Rule 10b5-1 instruction regulatory
"effected pursuant to a Rule 10b5-1 instruction adopted by the reporting person"
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.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Brumm Joshua T
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive 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)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares06/22/2026S42,305(1)D$17.99(2)281,212D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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 and March 17, 2025. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 instruction adopted by the reporting person on February 28, 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 Joshua T. Brumm06/23/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Crescent Biopharma (CBIO) CEO Joshua Brumm report in this Form 4?

He reported selling 42,305 Crescent Biopharma ordinary shares at a weighted average price of $17.99. The sale was linked to tax withholding on vesting restricted stock units, and he continues to hold 281,212 shares directly after the transaction.

Why did the Crescent Biopharma (CBIO) CEO’s shares get sold in this transaction?

The filing explains the shares were automatically sold to satisfy tax withholding obligations from the settlement of restricted stock units granted in December 2025 and March 2025. The stated purpose was solely to cover taxes tied to the vesting events.

Was the CBIO CEO’s share sale part of a Rule 10b5-1 trading plan?

Yes. The disclosure states the sales were effected pursuant to a Rule 10b5-1 instruction adopted on February 28, 2026. Such pre-arranged instructions are designed to execute trades automatically, reducing discretion over transaction timing.

How many Crescent Biopharma (CBIO) shares does the CEO hold after this Form 4 sale?

After selling 42,305 ordinary shares, the Form 4 reports that Joshua Brumm directly holds 281,212 Crescent Biopharma ordinary shares. This post-transaction figure shows his remaining ownership position following the tax-related share sale.

At what prices were the Crescent Biopharma (CBIO) CEO’s shares sold?

The Form 4 lists a weighted average sale price of $17.99 per share. A footnote clarifies the shares were sold in multiple transactions at prices ranging between $16.88 and $18.86, and detailed trade breakdowns are available upon request.