CARGO Therapeutics CEO Sells 1.3% Stake to Cover RSU Taxes

Rhea-AI Filing Summary

CARGO Therapeutics (CRGX) – Form 4 filing dated 07/03/2025 details a small insider transaction by Interim CEO/CFO/COO Anup Radhakrishnan.

• Transaction: Sale of 1,632 common shares on 07/02/2025 at an average price of $4.18 per share.
• Purpose: The sale was executed solely to satisfy tax-withholding obligations arising from the vesting of restricted stock units (RSUs).
• Post-sale ownership: Radhakrishnan continues to hold 120,781 common shares directly.
• Role: Insider currently serves as Interim Chief Executive Officer, Chief Financial Officer and Chief Operating Officer.

The transaction represents roughly 1.3% of the insider’s reported direct holdings and does not reflect a discretionary reduction in economic exposure. No derivative activity or additional equity awards were reported.

Positive

• Insider retains 120,781 shares, indicating continued equity alignment with shareholders after the withholding-related sale.

Negative

• Insider share sale, albeit small, technically increases float and could be perceived negatively by some short-term traders.

Insights

Securities Analyst

TL;DR Small tax-withholding sale by CRGX’s interim CEO; immaterial impact on ownership and likely neutral for investors.

The reported disposition of 1,632 shares (≈1.3% of the insider’s stake) is explicitly linked to RSU tax liabilities, a routine administrative event following vesting. Radhakrishnan retains more than 120 K shares, signaling ongoing alignment with shareholders. Volume and dollar value (~$6.8 K) are negligible relative to CRGX’s float and do not suggest a change in sentiment. Accordingly, I classify the filing as neutral with no material valuation implications.

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^*

Radhakrishnan Anup

(Last) (First) (Middle)

C/O CARGO THERAPEUTICS, INC.

835 INDUSTRIAL ROAD, SUITE 400

(Street)

SAN CARLOS CA 94070

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CARGO Therapeutics, Inc. [ CRGX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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	07/02/2025		S(1)		1,632	D	$4.18	120,781	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. The shares were sold to cover tax withholding obligations in connection with the vesting of restricted stock units.

Remarks:

Title: Interim Chief Executive Officer, Chief Financial Officer and Chief Operating Officer

	/s/ Halley Gilbert, as attorney-in-fact for Anup Radhakrishnan	07/03/2025
	** 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 CRGX shares did the insider sell?

The insider sold 1,632 common shares on 07/02/2025.

What price did Anup Radhakrishnan receive for the shares?

The average sale price was $4.18 per share.

Why were the CRGX shares sold?

The shares were disposed of solely to cover tax withholding related to RSU vesting.

How many CRGX shares does the insider still own after the sale?

Radhakrishnan continues to hold 120,781 common shares directly.

Does the transaction indicate a change in insider sentiment toward CRGX?

The form cites tax-withholding; size and context imply no change in strategic sentiment.