Celldex (CLDX) officer exercises stock options, now holds 20,097 shares

Rhea-AI Filing Summary

Celldex Therapeutics senior executive reports stock option exercises. A company officer serving as Senior Vice President and Chief Business Officer filed a Form 4 covering two option exercises in Celldex Therapeutics, Inc. common stock on 12/15/2025. The reporting person acquired 8,333 shares at an exercise price of $9.0165 per share and 11,000 shares at an exercise price of $2.78 per share through the exercise of incentive stock options.

Following these transactions, the officer beneficially owns 20,097 shares of Celldex common stock directly, which includes 764 shares acquired under the company’s 2004 Employee Stock Purchase Plan. After the exercises, one option grant for 8,333 shares expiring on 06/13/2028 remains partially outstanding with 5,000 derivative securities beneficially owned, while a second option grant for 11,000 shares expiring on 06/19/2029 has been fully exercised.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

PEPIN RONALD

(Last) (First) (Middle)

C/O CELLDEX THERAPEUTICS, INC.

53 FRONTAGE ROAD, SUITE 220

(Street)

HAMPTON NJ 08827

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Celldex Therapeutics, Inc. [ CLDX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SR. VP & CBO

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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

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

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

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
Common Stock	12/15/2025		M		8,333(1)	A	$9.0165(1)	9,097(2)	D
Common Stock	12/15/2025		M		11,000	A	$2.78	20,097(2)	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
Incentive Stock Option (right to buy)	$9.0165(1)	12/15/2025		M			8,333(1)	(3)	06/13/2028	Common Stock	8,333(1)	$0	5,000	D
Incentive Stock Option (right to buy)	$2.78	12/15/2025		M			11,000	(4)	06/19/2029	Common Stock	11,000	$0	0	D

Explanation of Responses:

1. On February 8, 2019, Celldex Therapeutics, Inc. effected a 1-for-15 reverse stock split of its common stock (the "Reverse Stock Split"). This option was previously reported as covering 200,000 shares at an exercise price of $0.6011 per share, but has been adjusted to reflect the Reverse Stock Split.

2. Includes 764 shares of common stock acquired under the Celldex Therapeutics, Inc. 2004 Employee Stock Purchase Plan.

3. As of June 13, 2022, the option is fully vested.

4. As of June 19, 2023, the option is fully vested.

	/s/ Sam Martin, attorney-in-fact for Ronald A. Pepin, Ph.D.	12/17/2025
	** 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).
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FAQ

What insider transaction did Celldex Therapeutics (CLDX) report in this Form 4?

The filing reports that a Celldex Therapeutics, Inc. officer exercised two incentive stock options on 12/15/2025, acquiring 8,333 shares at $9.0165 per share and 11,000 shares at $2.78 per share of common stock.

How many Celldex (CLDX) shares does the reporting person own after the transactions?

After the reported option exercises, the officer beneficially owns 20,097 shares of Celldex Therapeutics, Inc. common stock directly.

Does the Celldex (CLDX) insider ownership include employee stock purchase plan shares?

Yes. The beneficial ownership total of 20,097 shares includes 764 shares of common stock acquired under the Celldex Therapeutics, Inc. 2004 Employee Stock Purchase Plan.

What stock options were exercised by the Celldex (CLDX) officer?

The officer exercised two incentive stock options: one covering 8,333 shares at an exercise price of $9.0165 per share with an expiration date of 06/13/2028, and another covering 11,000 shares at an exercise price of $2.78 per share with an expiration date of 06/19/2029.

What stock options remain outstanding for the Celldex (CLDX) insider after these transactions?

After the transactions, the filing shows 5,000 derivative securities beneficially owned from an incentive stock option with an exercise price of $9.0165 per share and an expiration date of 06/13/2028. The option for 11,000 shares expiring on 06/19/2029 has no derivative securities remaining.

What is the reporting person’s role at Celldex Therapeutics (CLDX)?

The reporting person is an officer of Celldex Therapeutics, Inc., serving as Senior Vice President & Chief Business Officer, and is not listed as a director or 10% owner in this filing.

Were the Celldex (CLDX) stock options fully vested before exercise?

Yes. The explanations state that as of June 13, 2022, one option is fully vested, and as of June 19, 2023, the other option is fully vested.