CG Oncology insider files to sell 5,000 shares after option exercise

Rhea-AI Filing Summary

CG Oncology, Inc. filing a Form 144 notifies the proposed sale of 5,000 common shares through Morgan Stanley Smith Barney with an aggregate market value of $195,400, to be sold on 09/30/2025 on NASDAQ. The shares were acquired the same day by exercise of stock options and paid in cash. The filer reports prior Rule 10b5-1 sales by Leonard E. Post totaling 4,000 shares in the past three months (2,000 sold on 07/17/2025 for $56,000; 1,000 on 09/03/2025 for $28,000; 1,000 on 09/15/2025 for $35,100). The filing shows 76,247,581 shares outstanding, so the proposed sale represents a de minimis fraction of outstanding shares.

Positive

• Full disclosure of proposed sale details including broker, quantity, aggregate value, and sale date
• Reported prior 10b5-1 sales with dates and gross proceeds, indicating preplanned selling activity
• Same-day exercise disclosure clarifies acquisition method and cash payment

Negative

• Insider sale of 5,000 shares proposed (aggregate $195,400), which may be perceived negatively by some investors despite small size relative to outstanding shares

Insights

Securities Analyst

TL;DR: Routine insider option exercise and small proposed sale; minimal market impact given relative size.

The filing documents a same-day option exercise and proposed sale of 5,000 common shares for $195,400, executed through a major broker, which is standard for insiders monetizing vested equity. Recent 10b5-1 sales totaling 4,000 shares over the prior quarter indicate preplanned dispositions rather than opportunistic trades. Relative to the issuer's 76.25 million shares outstanding, these transactions are immaterial and unlikely to affect share liquidity or valuation materially.

Corporate Governance Expert

TL;DR: Disclosure aligns with Rule 144 and indicates procedural compliance; no governance red flags evident in this notice.

The filer provides required details: acquisition date, nature of acquisition (stock option exercise), payment method (cash), broker identity, and prior 10b5-1 sales by Leonard E. Post. Inclusion of dates and gross proceeds for recent sales supports transparency. There is no indication of undisclosed material nonpublic information in the filing; the signature/attestation language is present. Based on the content provided, this appears to be a routine compliance disclosure rather than a governance concern.

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	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	5000	195400.00	76247581	09/30/2025	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	09/30/2025	Exercise of Stock Options	Issuer			5000	09/30/2025	Cash

* 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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for LEONARD E POST 400 SPECTRUM CENTER DRIVE, SUITE 2040 IRVINE CA 92618	Common	09/15/2025	1000	35100.00
10b5-1 Sales for LEONARD E POST 400 SPECTRUM CENTER DRIVE, SUITE 2040 IRVINE CA 92618	Common	09/03/2025	1000	28000.00
10b5-1 Sales for LEONARD E POST 400 SPECTRUM CENTER DRIVE, SUITE 2040 IRVINE CA 92618	Common	07/17/2025	2000	56000.00

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

What does CGON Form 144 disclose about the proposed sale?

The filing discloses a proposed sale of 5,000 common shares via Morgan Stanley Smith Barney on 09/30/2025 with an aggregate market value of $195,400.

How were the 5,000 shares acquired according to the filing?

The shares were acquired by exercise of stock options on 09/30/2025 and paid for in cash.

Has the filer sold any CG Oncology shares recently?

Yes. The filing reports three 10b5-1 sales by Leonard E. Post in the past three months totaling 4,000 shares with gross proceeds of $56,000, $28,000, and $35,100 on 07/17/2025, 09/03/2025, and 09/15/2025 respectively.

What proportion of CG Oncology's shares does this proposed sale represent?

The company has 76,247,581 shares outstanding, so the proposed sale of 5,000 shares represents a de minimis fraction of outstanding stock.

Through which exchange will the shares be sold?

The filing states the sale will be on NASDAQ and executed through Morgan Stanley Smith Barney.