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Precision Biosciences (DTIL) CFO logs RSU vesting and tax sell-to-cover

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

Rhea-AI Filing Summary

Precision Biosciences Chief Financial Officer John Alexander reported RSU vesting and related share transactions. On February 17, 2026, 27,584 Restricted Stock Units vested, each representing a right to receive one share of common stock, and were settled into 27,584 common shares at a stated price of $0.00 per share.

On February 18, 2026, he sold 8,149 common shares at $3.84 per share in an open-market transaction executed under a Rule 10b5-1 trading plan. According to the footnotes, this was a sell-to-cover transaction, with shares sold only to satisfy tax withholding and related fees from the RSU vesting.

After these transactions, he directly held 125,883 shares of common stock and 55,166 RSUs, with the RSUs scheduled to vest in three substantially equal annual installments beginning on February 17, 2026, subject to his continued service with the company.

Positive

  • None.

Negative

  • None.
Insider Kelly John Alexander
Role Chief Financial Officer
Sold 8,149 shs ($31K)
Type Security Shares Price Value
Sale Common Stock 8,149 $3.84 $31K
Exercise Restricted Stock Units 27,584 $0.00 --
Exercise Common Stock 27,584 $0.00 --
Holdings After Transaction: Common Stock — 125,883 shares (Direct); Restricted Stock Units — 55,166 shares (Direct)
Footnotes (1)
  1. Represents the vesting of Restricted Stock Units ("RSUs") on February 17, 2026. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The sales were effected pursuant to a Rule 10b5-1 plan adopted on January 17, 2025. The transaction was a sell-to-cover, with shares only sold to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The Reporting Person did not sell or otherwise dispose of shares reported on this Form 4 for any reason other than to cover required taxes and fees. RSUs vests in three substantially equal annual installments beginning on February 17, 2026, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates.
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).
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*
Kelly John Alexander

(Last) (First) (Middle)
C/O PRECISION BIOSCIENCES, INC.
302 E. PETTIGREW STREET, SUITE A-100

(Street)
DURHAM NC 27701

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PRECISION BIOSCIENCES INC [ DTIL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026
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 02/17/2026 M 27,584(1) A $0(2) 134,032 D
Common Stock 02/18/2026 S(3) 8,149 D $3.84 125,883 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
Restricted Stock Units (2) 02/17/2026 M 27,584 (4) (4) Common Stock 27,584 $0 55,166 D
Explanation of Responses:
1. Represents the vesting of Restricted Stock Units ("RSUs") on February 17, 2026.
2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
3. The sales were effected pursuant to a Rule 10b5-1 plan adopted on January 17, 2025. The transaction was a sell-to-cover, with shares only sold to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The Reporting Person did not sell or otherwise dispose of shares reported on this Form 4 for any reason other than to cover required taxes and fees.
4. RSUs vests in three substantially equal annual installments beginning on February 17, 2026, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates.
Remarks:
/s/ Dario Scimeca, Attorney-in-fact for John Alexander Kelly 02/19/2026
** 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.
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 transactions did DTILs CFO report on this Form 4?

The CFO reported RSU vesting and related share movements. 27,584 Restricted Stock Units vested and converted into common stock, and 8,149 common shares were sold in an open-market transaction to cover tax withholding and fees tied to that vesting event.

How many Precision Biosciences (DTIL) shares did the CFO sell and at what price?

The CFO sold 8,149 shares of Precision Biosciences common stock. The sale occurred at a price of $3.84 per share in an open-market transaction executed under a Rule 10b5-1 trading plan, designated as a sell-to-cover for tax withholding.

What does the RSU vesting mean for DTILs CFOs holdings?

27,584 Restricted Stock Units vested on February 17, 2026 and converted into the same number of common shares. After the related tax sale, the CFO directly held 125,883 common shares and 55,166 RSUs that are scheduled to vest in three annual installments.

Was the DTIL CFOs stock sale part of a Rule 10b5-1 plan?

Yes. The sale was executed under a Rule 10b5-1 trading plan adopted on January 17, 2025. Footnotes specify it was a sell-to-cover transaction, with shares sold only to satisfy tax withholding obligations and associated fees from RSU vesting and settlement.

How do the DTIL RSUs held by the CFO vest over time?

The RSUs vest in three substantially equal annual installments beginning on February 17, 2026. Vesting remains subject to the CFOs continued service with Precision Biosciences through each applicable vesting date, aligning ongoing equity compensation with continued employment.

What are the CFOs reported post-transaction DTIL equity holdings?

Following the reported transactions, the CFO directly held 125,883 shares of Precision Biosciences common stock and 55,166 Restricted Stock Units. These figures reflect the impact of the RSU vesting, the share issuance upon conversion, and the tax-related sell-to-cover transaction.