Centessa Pharmaceuticals Strengthens Director Incentives with Fresh Stock Options Grant

Rhea-AI Filing Summary

Director Arjun Goyal of Centessa Pharmaceuticals was granted 40,000 stock options on June 20, 2025. The options have the following key terms:

• Exercise price set at $12.43 per share
• Expiration date of June 20, 2035
• Vesting occurs at earlier of: - First anniversary of grant date - Next annual shareholder meeting
• Options convert to ordinary shares (which may be represented as American Depositary Shares)
• Vesting conditional on continued service as director

This Form 4 filing, signed by attorney-in-fact Iqbal Hussain, represents a standard director compensation equity grant, suggesting continued commitment to aligning director interests with shareholders through long-term equity incentives.

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^*

GOYAL ARJUN

(Last) (First) (Middle)

C/O CENTESSA PHARMACEUTICALS PLC

3RD FLOOR, 1 ASHLEY RD, ALTRINCHAM

(Street)

CHESHIRE X0 WA14 2DT

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Centessa Pharmaceuticals plc [ CNTA ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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

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
Share Option (right to buy)	$12.43	06/20/2025		A		40,000		(1)	06/20/2035	Ordinary Shares(2)	40,000	$0	40,000	D

Explanation of Responses:

1. The shares subject to such option will vest in full on the earlier of (i) the first anniversary of the grant date or (ii) the Issuer's next annual meeting of shareholders, subject to continued service as a director through the applicable vesting date.

2. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.

Remarks:

	/s/ Iqbal Hussain, attorney-in-fact	06/24/2025
	** 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

How many stock options did CNTA director Arjun Goyal receive on June 20, 2025?

Arjun Goyal received 40,000 share options (right to buy) of Centessa Pharmaceuticals plc (CNTA) on June 20, 2025, with an exercise price of $12.43 per share.

What is the vesting schedule for CNTA director Goyal's stock options granted in June 2025?

The stock options will vest in full on either (i) the first anniversary of the grant date (June 20, 2026) or (ii) CNTA's next annual meeting of shareholders, whichever comes first, subject to continued service as a director.

When do Arjun Goyal's CNTA stock options expire?

The stock options granted to Arjun Goyal expire on June 20, 2035, ten years from the grant date.

What is the exercise price of CNTA director options granted in June 2025?

The exercise price of the stock options granted to director Arjun Goyal is $12.43 per share.

How are CNTA's ordinary shares represented for trading purposes?

CNTA's ordinary shares may be represented by American Depositary Shares (ADS), with each ADS currently representing one ordinary share of Centessa Pharmaceuticals plc.