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Celcuity director exercises options, sells 9,000 shares

Celcuity Inc. director Richard E Buller reported an exercise-and-sale on May 4, 2026.

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Form Type
4

Rhea-AI Filing Summary

Celcuity Inc. director Richard E Buller reported an exercise-and-sale on May 4, 2026. He exercised stock options for 9,000 shares at $5.10 per share, then a trust sold 9,000 Celcuity shares in multiple trades at weighted-average prices between $137.00 and $143.2378, pursuant to a Rule 10b5-1 plan adopted December 8, 2025. After these transactions, the trust holds 6,760 shares, and he also directly owns 1,029 shares.

Insider Buller Richard E
Role Director
Sold 9,000 shs ($1.26M)
Approx. gross sale proceeds $1.26M
Approx. exercise cost $46K
Approx. pre-tax spread $1.22M
Type Security Shares Price Value
Exercise Stock Option (right to buy) 9,000 $0.00 $0.00
Exercise Common Stock 9,000 $5.10 $46K
Sale Common Stock 1,289 $137.00 $177K
Sale Common Stock 550 $138.9955 $76K
Sale Common Stock 1,670 $139.5832 $233K
Sale Common Stock 2,301 $141.0271 $325K
Sale Common Stock 2,825 $142.0358 $401K
Sale Common Stock 365 $143.2378 $52K
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 654 contracts (Indirect, By Trust); Common Stock — 6,760 shares (Indirect, By Trust); Common Stock — 1,029 shares (Direct)
Footnotes (8)
  1. F1. The sales and option exercise reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 8, 2025.
  2. F2. The Reporting Person and his spouse are the trustees and beneficiaries. The Reporting Person continues to beneficially own these securities held by the trust.
  3. F3. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $138.255 to $139.16, 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 traded at each separate price within the range set forth in this footnote.
  4. F4. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $139.40 to $140.20, 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 traded at each separate price within the range set forth in this footnote.
  5. F5. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $140.50 to $141.33, 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 traded at each separate price within the range set forth in this footnote.
  6. F6. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $141.59 to $142.50, 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 traded at each separate price within the range set forth in this footnote.
  7. F7. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $143.20 to $143.46, 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 traded at each separate price within the range set forth in this footnote.
  8. F8. 100% vested.
Options exercised 9,000 shares Stock options exercised into common stock on May 4, 2026
Exercise price $5.10 per share Conversion/exercise price for the 9,000-share stock option
Shares sold 9,000 shares Total Celcuity common shares sold in multiple transactions on May 4, 2026
Sale price range $137.00–$143.2378 per share Weighted-average prices across the reported common stock sales
Indirect holdings post-transaction 6,760 shares Common stock held indirectly by trust after the May 4, 2026 transactions
Direct holdings post-transaction 1,029 shares Common stock held directly by Richard E Buller after the transactions
10b5-1 plan adoption date December 8, 2025 Date Buller adopted the Rule 10b5-1 trading plan governing these trades
Rule 10b5-1 trading plan regulatory
"The sales and option exercise reported were effected pursuant to a Rule 10b5-1 trading plan adopted"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
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.
beneficially own financial
"The Reporting Person continues to beneficially own these securities held by the trust."
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Stock Option (right to buy) financial
"Stock Option (right to buy) was exercised into 9,000 shares of Common Stock."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions did Celcuity (CELC) director Richard E Buller report on May 4, 2026?

Richard E Buller exercised stock options for 9,000 Celcuity shares at $5.10 per share and a trust then sold 9,000 common shares in multiple trades at weighted-average prices between $137.00 and $143.2378, all on May 4, 2026.

Were Buller’s CELC trades made under a Rule 10b5-1 trading plan?

Yes. The sales and option exercise were effected under a Rule 10b5-1 trading plan that Buller adopted on December 8, 2025, and the Form 4 affirms the 10b5-1 checkbox, indicating these were pre-arranged, plan-based transactions rather than discretionary trades.

How many CELC shares does Buller’s trust hold after the reported transactions?

After the exercise and sales, a trust for which Buller and his spouse are trustees and beneficiaries holds 6,760 shares of Celcuity common stock. Footnotes state Buller continues to beneficially own the securities held by this trust following the May 4, 2026 transactions.

How many CELC shares does Richard Buller hold directly after these trades?

Following the reported transactions, Buller’s direct holding in Celcuity common stock is 1,029 shares. This direct position is separate from the 6,760 shares held indirectly through the trust where he and his spouse serve as trustees and beneficiaries.

What stock option exercise did Buller report for CELC common stock?

Buller exercised a Stock Option (right to buy) for 9,000 shares of Celcuity common stock at an exercise price of $5.10 per share. The option was noted as 100% vested and carried an expiration date of May 14, 2030.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Buller Richard E

(Last)(First)(Middle)
2800 CAMPUS DRIVE
SUITE 140

(Street)
MINNEAPOLIS MINNESOTA 55441

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Celcuity Inc. [ CELC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026
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
Common Stock05/04/2026M(1)9,000A$5.115,760IBy Trust(2)
Common Stock05/04/2026S(1)1,289D$13714,471IBy Trust(2)
Common Stock05/04/2026S(1)550D$138.9955(3)13,921IBy Trust(2)
Common Stock05/04/2026S(1)1,670D$139.5832(4)12,251IBy Trust(2)
Common Stock05/04/2026S(1)2,301D$141.0271(5)9,950IBy Trust(2)
Common Stock05/04/2026S(1)2,825D$142.0358(6)7,125IBy Trust(2)
Common Stock05/04/2026S(1)365D$143.2378(7)6,760IBy Trust(2)
Common Stock1,029D
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
Stock Option (right to buy)$5.105/04/2026M(1)9,000 (8)05/14/2030Common Stock9,000$0654IBy Trust(2)
Explanation of Responses:
1. The sales and option exercise reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 8, 2025.
2. The Reporting Person and his spouse are the trustees and beneficiaries. The Reporting Person continues to beneficially own these securities held by the trust.
3. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $138.255 to $139.16, 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 traded at each separate price within the range set forth in this footnote.
4. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $139.40 to $140.20, 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 traded at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $140.50 to $141.33, 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 traded at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $141.59 to $142.50, 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 traded at each separate price within the range set forth in this footnote.
7. The price reported in Column 4 is a weighted average price. These shares of common stock of the issuer were traded in multiple transactions at prices ranging from $143.20 to $143.46, 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 traded at each separate price within the range set forth in this footnote.
8. 100% vested.
/s/ Griffin D. Foster as Attorney-in-Fact for Richard E. Buller pursuant to Power of Attorney previously filed05/06/2026
** 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)

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