Celldex (CLDX) Insider Sale: Freddy Jimenez Disposes 771 Shares

Rhea-AI Filing Summary

Celldex Therapeutics insider sale disclosure: Freddy A. Jimenez, SVP & General Counsel and officer of Celldex Therapeutics, reported two open-market dispositions of common stock on 08/13/2025. He sold 341 shares at $23.9515 and 430 shares at $25.415. After these transactions he beneficially owned 34,962 shares. The filing notes 269 of the reported shares were acquired under the company’s 2004 Employee Stock Purchase Plan. The Form 4 was signed by an attorney-in-fact on 08/15/2025.

Positive

• None.

Negative

• Insider dispositions reported: The officer sold a total of 771 shares in open-market transactions on 08/13/2025.

Insights

Corporate Governance Expert

TL;DR: Officer reported routine, small open-market sales; disclosure complies with Section 16 reporting requirements.

The transactions are straightforward dispositions executed on 08/13/2025 and properly reported on Form 4. The reporting person remains an officer and retains approximately 34,962 shares after the sales. The filing also discloses a small ESPP acquisition of 269 shares, which is routine compensation-related activity. There is no indication of accelerated or atypical derivative activity, amendments, or clustering of insider trades in this filing.

Securities Analyst

TL;DR: Two small insider sales were reported; amounts and post-sale holdings are modest relative to typical market cap considerations.

The Form 4 shows two separate sales at prices of $23.9515 and $25.415 for 341 and 430 shares respectively. Post-transaction beneficial ownership is disclosed as 34,962 shares. The filing provides clear prices and share counts and notes the ESPP acquisition. From a disclosure and market-transparency standpoint, the report is complete and timely based on the information provided.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Jimenez Freddy A.

(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)
	SVP & GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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	08/13/2025		S		341	D	$23.9515	35,392(1)	D
Common Stock	08/13/2025		S		430	D	$25.415	34,962	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

Explanation of Responses:

1. Includes 269 shares of common stock acquired under the Celldex Therapeutics, Inc. 2004 Employee Stock Purchase Plan.

	/s/ Sam Martin, attorney-in-fact for Freddy A. Jimenez	08/15/2025
	** 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).
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.

FAQ

What trades did Freddy A. Jimenez report for CLDX on 08/13/2025?

He reported two open-market sales of common stock: 341 shares at $23.9515 and 430 shares at $25.415 executed on 08/13/2025.

How many CLDX shares does Freddy A. Jimenez own after the reported transactions?

He beneficially owned 34,962 shares following the reported transactions.

Were any shares acquired under an employee plan noted in the Form 4?

Yes. The filing states 269 shares were acquired under the Celldex Therapeutics, Inc. 2004 Employee Stock Purchase Plan.

Who signed the Form 4 filing for Freddy A. Jimenez?

The form was signed by Sam Martin, attorney-in-fact for Freddy A. Jimenez on 08/15/2025.

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

The filing identifies Freddy A. Jimenez as an officer with the title SVP & General Counsel.