CELC insider proposes 100K-share sale worth $4.4M under Form 144

Rhea-AI Filing Summary

Celcuity Inc. (CELC) filed a Form 144 indicating an intention to sell up to 100,000 common shares through RBC Capital Markets on or about 28 Jul 2025. At the filing’s reference price, the shares have an aggregate market value of $4.398 million and represent roughly 0.3 % of the 37.87 million shares outstanding.

The shares were originally acquired on 28 Feb 2014 via an investment transaction paid by check. The filer reports no sales of Celcuity securities in the past three months. The notice states that the seller is unaware of any undisclosed material adverse information and affirms compliance with Rule 10b5-1 if applicable. The planned sale will take place on the NASDAQ exchange. No additional financial data, earnings information, or prior insider transactions are disclosed in this filing.

Insights

Securities Analyst

TL;DR: 100 K-share Form 144 signals modest insider liquidity; minimal dilution and limited market impact.

The proposed sale equals about 0.26 % of Celcuity’s float, a size unlikely to pressure the stock materially under normal trading volumes. Because Form 144 is only a notice and not a mandatory sale, execution may vary. The lack of recent selling history and the long holding period (since 2014) suggest a routine diversification move rather than a negative view on fundamentals. Still, investors often monitor insider sales for sentiment cues, so short-term optics could be mildly negative. Overall, the filing is neutral from a valuation perspective and does not alter the investment thesis.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
COMMON	RBC CAPITAL MARKETS LLC 250 NICOLLET MALL, SUITE 1700 MINNEAPOLIS MN 55401	100000	4397605.00	37866358	07/28/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
COMMON	02/28/2014	INVESTMENT	ISSUER			100000	02/28/2014	CHECK

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many CELC shares are registered for sale in this Form 144?

The filing covers 100,000 common shares of Celcuity Inc.

What is the aggregate market value of the proposed CELC share sale?

The 100,000 shares are valued at approximately $4.398 million based on the filing’s reference price.

When is the anticipated sale date for the Celcuity shares?

The filer lists an approximate sale date of 28 Jul 2025.

How does the share amount compare to Celcuity’s shares outstanding?

The sale equals roughly 0.3 % of the 37.87 million CELC shares outstanding.

Were any CELC shares sold by this filer in the past three months?

No; the Form 144 states "Nothing to Report" for sales in the prior three-month period.