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Corcept (CORT) director exercises options and moves shares to family trusts

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Corcept Therapeutics director James N. Wilson reported several equity moves involving stock options and trust-related holdings. He exercised stock options for 100,000 shares of common stock at an exercise price of $3.88 per share through a derivative conversion.

Of the resulting shares, 10,636 shares of common stock were disposed of to cover the exercise price or tax liability at a price of $36.48 per share in a tax-withholding transaction. He then made a bona fide gift of 89,364 shares of common stock, transferring them without consideration to the James N. Wilson and Pamela D. Wilson Trust.

The filing shows 1,134,532 shares of common stock held indirectly by the James N. Wilson and Pamela D. Wilson Trust, 901,067 shares held indirectly by James and Pamela Wilson Family Partners, and 200,000 shares each held indirectly by the James N. Wilson 2025 Grantor Retained Annuity Trust and the Pamela D. Wilson 2025 Grantor Retained Annuity Trust. Wilson has voting power over the trust and partnership shares pursuant to voting agreements and disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
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
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).
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*
WILSON JAMES N

(Last) (First) (Middle)
C/O CORCEPT THERAPEUTICS INCORPORATED
101 REDWOOD SHORES PARKWAY

(Street)
REDWOOD CITY CA 94065

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CORCEPT THERAPEUTICS INC [ CORT ]
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)
02/24/2026
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 02/24/2026 M 100,000 A $3.88 100,000 D
Common Stock 02/24/2026 F(1) 10,636 D $36.48 89,364 D
Common Stock 02/24/2026 G(2) 89,364 D $0 0 D
Common Stock 02/24/2026 J(2) 89,364 A $0 1,134,532 I James N. Wilson and Pamela D. Wilson Trust(3)
Common Stock 901,067 I James and Pamela Wilson Family Partners(3)
Common Stock 200,000 I James N. Wilson 2025 Grantor Retained Annuity Trust.
Common Stock 200,000 I Pamela D. Wilson 2025 Grantor Retained Annuity Trust.
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
Stock option (right to buy) $3.88 02/24/2026 M 100,000 (4) 02/26/2026 Common Stock 100,000 $0 0 D
Explanation of Responses:
1. These shares were withheld so the Reporting Person could satisfy the exercise price arising from a net (cashless) exercise of stock options. The options subject to the net exercise were to expire on February 26, 2026.
2. Transfer of shares without consideration to the James N. Wilson and Pamela D. Wilson Trust.
3. Reporting Person has voting power over the shares held by the James N. Wilson and Pamela D. Wilson Trust and James and Pamela Wilson Family Partners pursuant to voting agreements and disclaims beneficial ownership of all of such shares, except to the extent of his pecuniary interest therein.
4. Fully exercisable.
Remarks:
The power of attorney under which this form was signed is on file with the Commission.
/s/ Joseph Douglas Lyon, as attorney-in-fact for James N. Wilson 02/26/2025
** 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 did Corcept (CORT) director James N. Wilson report in this Form 4?

James N. Wilson reported exercising stock options for 100,000 Corcept shares and related movements of common stock. These included tax-withholding dispositions and transfers of shares to family trust and partnership entities associated with him and his spouse.

How many Corcept shares did James N. Wilson acquire through option exercise?

He exercised stock options for 100,000 shares of Corcept common stock at an exercise price of $3.88 per share. This was reported as a derivative exercise or conversion transaction coded “M” on the Form 4 filing.

Why were 10,636 Corcept shares disposed of in this filing?

10,636 shares of Corcept common stock were disposed of at $36.48 per share to cover the option exercise price or tax liability. The Form 4 classifies this as a tax-withholding disposition under transaction code “F.”

What is the significance of the 89,364 Corcept shares transferred as a gift?

89,364 Corcept shares were transferred as a bona fide gift to the James N. Wilson and Pamela D. Wilson Trust. The transfer was made without consideration, shifting shares from Wilson’s direct ownership to an associated trust structure.

What indirect Corcept share holdings are reported for entities associated with James N. Wilson?

The filing reports 1,134,532 shares held by the James N. and Pamela D. Wilson Trust, 901,067 shares by James and Pamela Wilson Family Partners, and 200,000 shares each by two 2025 Grantor Retained Annuity Trusts. Wilson has voting power but disclaims full beneficial ownership.

How does James N. Wilson describe his beneficial ownership of the Corcept shares in trusts and partnerships?

He states that he has voting power over shares held by the trust and family partnership under voting agreements, but disclaims beneficial ownership of all such shares except to the extent of his pecuniary interest in those entities.
Corcept Therapeutics Inc

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3.84B
92.81M
Biotechnology
Pharmaceutical Preparations
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United States
REDWOOD CITY