[Form 4] CARGO Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

CARGO Therapeutics, Inc. (CRGX) Form 4 filing: Director Reid M. Huber disclosed the grant of 25,000 stock options on 18 Jun 2025 with a $4.35 exercise price. The award conveys the right to acquire an equal number of common shares and will vest 100 % on the earlier of (i) 18 Jun 2026 or (ii) the company’s next annual meeting, provided continued board service. The options carry a ten-year term, expiring 17 Jun 2035, and were issued at no upfront cost. Post-grant, Huber beneficially owns 25,000 derivative securities, with no common stock purchased or sold. The filing, signed 20 Jun 2025, reflects routine director compensation and has negligible immediate dilution or cash-flow impact.

Insights

Securities Analyst

Director option grant; routine, non-cash, minimal dilution; alignment positive but valuation impact neutral.

The 25,000 stock-option grant represents less than 0.1 % of a typical small-cap biotech share count and involves no cash transaction. Because it vests in a single tranche after one year (or the next AGM) and is priced at $4.35—presumably near the prevailing market price—it is a standard equity incentive meant to align the director’s interests with shareholders. The ten-year term is typical for U.S. option plans. No common shares were sold, so there is no bearish signal. Overall, the filing is informational rather than market-moving.

Corporate Governance Expert

Routine equity award strengthens board alignment; no governance red flags detected.

Single-tranche vesting conditioned on continued service is common for non-employee directors and incentivises near-term engagement. The grant size appears modest and within standard NASDAQ biotech peer practices. There are no indications of Rule 10b5-1 trading plans, insider sales, or accelerated vesting clauses that could raise scrutiny. Signature by an attorney-in-fact is valid under SEC rules. From a governance perspective, the transaction is low-risk and supports shareholder-director alignment without materially altering control dynamics.

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

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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^*

Huber Reid M

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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
Stock Option (Right to Buy)	$4.35	06/18/2025		A		25,000		(1)	06/17/2035	Common Stock	25,000	$0	25,000	D

Explanation of Responses:

1. 100% of the shares subject to the option shall vest on the earlier of (i) the one year anniversary of June 18, 2025 or (ii) the next Annual Meeting following June 18, 2025, subject to the Reporting Person's continued service to the Issuer.

	/s/ Halley Gilbert, as attorney-in-fact for Reid Huber	06/20/2025
	** 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 insider transaction did CRGX report in the latest Form 4?

A grant of 25,000 stock options to Director Reid M. Huber on 18 Jun 2025 at a $4.35 exercise price.

When do the Cargo Therapeutics options granted to Reid Huber vest?

They vest 100 % on the earlier of 18 Jun 2026 or the company’s next annual meeting.

What is the expiration date of the CRGX stock options granted on 18 Jun 2025?

The options expire on 17 Jun 2035, providing a ten-year exercise window.

Did Director Reid Huber buy or sell any CRGX common shares in this filing?

No. The Form 4 only reports an option grant; no common stock was bought or sold.

How many derivative securities does Reid Huber own after this transaction?

He beneficially owns 25,000 stock options following the reported grant.