Dianthus (DNTH) CAO cashes out 43,682 shares after option exercises

Rhea-AI Filing Summary

Dianthus Therapeutics (DNTH) chief accounting officer Edward Carr exercised stock options and sold the resulting shares in a pre-planned series of trades. On March 12, 2026, he exercised options for 43,682 shares of common stock at exercise prices of $17.88, $21.77, and $22.07 per share.

The same day, he sold 43,682 common shares in multiple open-market transactions at weighted-average prices ranging from about $80.71 to $85.53 per share. A footnote states these sales were executed under a Rule 10b5-1 trading plan adopted on December 11, 2025, indicating the trades were pre-scheduled rather than opportunistic.

Insights

Equity compensation and insider-trading analyst

Pre-planned exercise-and-sell by CAO, with no shares retained.

Edward Carr, chief accounting officer of Dianthus Therapeutics, exercised stock options covering 43,682 shares at exercise prices between $17.88 and $22.07 on March 12, 2026. He then sold the same 43,682 shares in a series of open-market trades at prices around $80–$85 per share.

The filing describes this as an option exercise and disposition sequence (Form 4 code M followed by S), a common pattern for monetizing equity awards. A footnote confirms the sales were made under a Rule 10b5-1 trading plan adopted on December 11, 2025, suggesting these transactions were pre-planned rather than timed reactively.

After the reported transactions, Carr does not show any directly held common shares in this filing and no remaining derivative positions are listed. The economic effect is a full monetization of the optioned shares. Without data on total company shares outstanding, the broader impact on the shareholder base cannot be gauged from this report alone, so the event is best viewed as routine insider liquidity under a pre-arranged plan.

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).

X

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^*

CARR EDWARD

(Last) (First) (Middle)

C/O DIANTHUS THERAPEUTICS, INC.

7 TIMES SQUARE, 43RD FLOOR

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dianthus Therapeutics, Inc. /DE/ [ DNTH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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	03/12/2026		M(1)		16,182	A	$17.88	16,182	D
Common Stock	03/12/2026		M(1)		17,500	A	$22.07	33,682	D
Common Stock	03/12/2026		M(1)		10,000	A	$21.77	43,682	D
Common Stock	03/12/2026		S(1)		15,852	D	$80.71(2)	27,830	D
Common Stock	03/12/2026		S(1)		23,465	D	$81.75(3)	4,365	D
Common Stock	03/12/2026		S(1)		3,865	D	$82.66(4)	500	D
Common Stock	03/12/2026		S(1)		200	D	$83.38	300	D
Common Stock	03/12/2026		S(1)		300	D	$85.53	0	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
Stock Option (Right to Buy)	$17.88	03/12/2026		M(1)			16,182	(5)	01/23/2034	Common Stock	16,182	$0	63,818	D
Stock Option (Right to Buy)	$22.07	03/12/2026		M(1)			17,500	(6)	02/03/2035	Common Stock	17,500	$0	42,500	D
Stock Option (Right to Buy)	$21.77	03/12/2026		M(1)			10,000	(7)	05/22/2034	Common Stock	10,000	$0	50,000	D

Explanation of Responses:

1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2025.

2. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $80.30 to $81.28, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

3. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $81.30 to $82.27, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

4. The price reported above is a weighted average price. The shares were sold in multiple transactions at prices ranging from $82.34 to $83.23, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.

5. The shares of common stock underlying this stock option award vest in equal monthly installments over the four years after January 1, 2024, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

6. The shares of common stock underlying this stock option award vest in equal monthly installments over the four years after January 1, 2025, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

7. The shares of common stock underlying this stock option award vest in equal monthly installments over the four years after May 1, 2024, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

	/s/ Adam Veness, as attorney-in-fact for Edward Carr	03/13/2026
	** 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.
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FAQ

What insider transaction did Dianthus Therapeutics (DNTH) report for Edward Carr?

Dianthus Therapeutics reported that chief accounting officer Edward Carr exercised stock options for 43,682 shares and sold all 43,682 shares in open-market transactions on March 12, 2026. The filing characterizes these as derivative exercises followed by sales of the resulting common stock.

How many Dianthus Therapeutics shares did Edward Carr sell, and at what prices?

Edward Carr sold 43,682 shares of Dianthus Therapeutics common stock in several trades on March 12, 2026. Weighted-average sale prices in the filing range from about $80.71 to $85.53 per share, with footnotes noting narrower price ranges for specific transaction groups.

What stock options did Edward Carr exercise in the latest Dianthus Therapeutics Form 4?

Carr exercised stock options covering 43,682 shares of Dianthus Therapeutics common stock on March 12, 2026. The options had exercise prices of $17.88, $21.77, and $22.07 per share and represent compensation-related equity awards that had been previously granted and were then converted into common shares.

Were Edward Carr’s Dianthus Therapeutics share sales under a Rule 10b5-1 plan?

Yes. A footnote states the reported transaction was effected under a Rule 10b5-1 trading plan adopted on December 11, 2025. Such plans are pre-arranged trading programs, indicating Carr’s March 12, 2026 sales were scheduled in advance rather than timed reactively to short-term market movements.

Did Edward Carr retain any Dianthus Therapeutics common stock after these transactions?

According to the reported holdings, Carr’s directly held common stock position declined to zero shares following the March 12, 2026 sales. The derivative section of the report shows no remaining option positions, so the filing reflects full monetization of the exercised option shares at that time.

What role does Edward Carr hold at Dianthus Therapeutics (DNTH)?

Edward Carr is identified in the report as an officer of Dianthus Therapeutics, serving as chief accounting officer. The Form 4 details his personal equity compensation activity, including stock option exercises and subsequent sales of the company’s common stock on March 12, 2026.