Erasca Insider Award: 120k Options Issued to Director Michael Varney

Rhea-AI Filing Summary

Erasca, Inc. (ERAS) – Form 4 insider filing: Director Michael David Varney received a grant of 120,000 non-qualified stock options on 06/24/2025 at an exercise price of $1.45 per share. The options are subject to a one-year cliff; 100% vest on 06/24/2026, contingent on his continued service, and expire on 06/23/2035. No shares were purchased or sold; the transaction code “A” denotes an award. Following the grant, Varney beneficially owns 120,000 derivative securities, held directly. The filing does not list any other equity transactions or changes in common-stock ownership.

The option award aligns the director’s incentives with shareholder value creation, but also adds up to 120,000 potential new shares to the company’s fully diluted count once exercised.

Positive

• Director incentive alignment: 120,000 options vest only after one year, encouraging continued service and long-term value focus.

Negative

• Potential dilution: If exercised, the options would add 120,000 shares to the outstanding count.

Insights

Corporate Governance Expert

TL;DR: Routine option grant; aligns incentives, minimal immediate impact.

The Form 4 reflects a standard equity-compensation grant to a non-employee director—120,000 options, $1.45 strike, one-year cliff. Such awards are customary in biotech governance to attract talent while conserving cash. Because the options are currently unvested and out-of-the-money until the share price exceeds $1.45, there is no near-term cash cost or EPS hit. Potential dilution of 120,000 shares (≈0.1% of a 120 million-share base, if that were the case) is modest. No red flags regarding accelerated vesting, repricing, or related-party concerns appear in the filing.

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^*

Varney Michael David

(Last) (First) (Middle)

C/O ERASCA, INC.

3115 MERRYFIELD ROW, SUITE 300

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Erasca, Inc. [ ERAS ]

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)
06/24/2025

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)	$1.45	06/24/2025		A		120,000		06/24/2026(1)	06/23/2035	Common Stock	120,000	$0	120,000	D

Explanation of Responses:

1. 100% of the options to purchase shares vest on June 24, 2026, subject to the Reporting Person's continuous service to the Issuer on such vesting date.

	/s/ Ebun S. Garner, as Attorney-in-Fact	06/26/2025
	** 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.
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FAQ

What did ERAS disclose in the June 2025 Form 4?

Grant of 120,000 stock options to Director Michael David Varney at a $1.45 exercise price.

When do the ERAS options granted to Michael Varney vest?

They vest 100% on 06/24/2026, subject to continued service.

What is the exercise price and expiration of the new ERAS options?

Exercise price is $1.45; expiration date is 06/23/2035.

Did the director buy or sell ERAS common stock?

No. The filing shows only an award (code A) of options; no common-stock transactions occurred.

How many derivative securities does the director now hold?

After the grant, 120,000 options are beneficially owned directly.