Edgewise Therapeutics (EWTX) CSO gets 97,500-share equity awards, sells shares for taxes
Rhea-AI Filing Summary
Edgewise Therapeutics, Inc. Chief Scientific Officer Alan J. Russell reported multiple equity transactions on August 12, 2026. He exercised previously granted Restricted Stock Units into 5,781 and 7,031 shares of common stock, then sold a total of 5,901 shares in market transactions solely to cover statutory tax-withholding obligations under a "sell-to-cover" arrangement, which the company describes as not a discretionary sale. He also received new equity awards: 32,500 RSUs that vest in four equal annual installments beginning August 12, 2027, and a stock option for 65,000 shares, vesting 1/48th monthly starting September 12, 2026.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
9 txns
Insider
Russell Alan J
Role
Chief Scientific Officer
Sold
5,901 shs ($258K)
Approx. gross sale proceeds
$258K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units F4 | 5,781 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units F5 | 7,031 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units F6 | 32,500 | $0.00 | $0.00 |
| Grant/Award | Stock Option (Right to Buy) F7 | 65,000 | $0.00 | $0.00 |
| Exercise | Common Stock | 5,781 | $0.00 | $0.00 |
| Exercise | Common Stock | 7,031 | $0.00 | $0.00 |
| Sale | Common Stock F1, F2 | 3,238 | $43.6775 | $141K |
| Sale | Common Stock F1, F3 | 2,273 | $43.6759 | $99K |
| Sale | Common Stock F1 | 390 | $44.46 | $17K |
Holdings After Transaction:
Restricted Stock Units — 65,157 shares (Direct);
Stock Option (Right to Buy) — 65,000 shares (Direct);
Common Stock — 31,466 shares (Direct)
Footnotes (7)
- F1. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs). This sale satisfies the minimum statutory tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary sale by the Reporting Person.
- F2. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $43.33 to $44.26, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $43.32 to $44.25, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4. Restricted Stock Units ("RSUs") granted to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Edgewise Therapeutics, Inc. common stock upon the vesting of these RSUs in four equal annual installments beginning on August 12, 2025.
- F5. Restricted Stock Units ("RSUs") granted to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Edgewise Therapeutics, Inc. common stock upon the vesting of these RSUs in four equal annual installments beginning on August 12, 2026.
- F6. Restricted Stock Units ("RSUs") granted to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Edgewise Therapeutics, Inc. common stock upon the vesting of these RSUs in four equal annual installments beginning on August 12, 2027.
- F7. 1/48th of the shares subject to the option vest each month beginning on September 12, 2026, subject to the Reporting Person continuing as a service provider through each vest date.
Key Figures
Shares sold for tax withholding: 5,901 shares
RSUs converted to common stock: 12,812 shares
New RSU grant: 32,500 RSUs
+3 more
6 metrics
Shares sold for tax withholding
5,901 shares
Common stock sold on August 12, 2026 to cover statutory tax withholding via sell-to-cover
RSUs converted to common stock
12,812 shares
5,781 and 7,031 RSUs exercised into common stock on August 12, 2026
New RSU grant
32,500 RSUs
RSUs granted vesting in four equal annual installments beginning August 12, 2027
New stock option grant
65,000 shares
Stock option for common stock granted, vesting 1/48th monthly from September 12, 2026
Sale price example
$43.6775 per share
One of the reported average prices for common-stock sales on August 12, 2026
Sale price range (footnote F2)
$43.33 to $44.26 per share
Price range for one set of sell-to-cover transactions described as average-priced sales
Key Terms
Restricted Stock Units, sell-to-cover, statutory tax withholding obligations, contingent right to receive one share, +1 more
5 terms
Restricted Stock Units financial
"Restricted Stock Units ("RSUs") granted to the reporting person for no additional cash"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
sell-to-cover financial
"to be funded by a "sell-to-cover" transaction and does not represent a discretionary sale"
Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.
statutory tax withholding obligations financial
"shares sold to cover the statutory tax withholding obligations in connection with the vesting"
vest in four equal annual installments financial
"upon the vesting of these RSUs in four equal annual installments beginning on August 12"
FAQ
What equity awards did EWTX Chief Scientific Officer Alan J. Russell receive in this Form 4?
Alan J. Russell received 32,500 RSUs vesting annually over four years from August 12, 2027, and a stock option for 65,000 shares of common stock vesting monthly over 48 months starting September 12, 2026.
Were the EWTX stock sales by the CSO discretionary trades?
No. A footnote states the 5,901 shares sold were solely to cover minimum statutory tax-withholding obligations upon RSU vesting via a "sell-to-cover" transaction and "do not represent a discretionary sale" by the reporting person.
What RSU vesting schedules are disclosed for EWTX CSO Alan J. Russell?
Multiple RSU grants are disclosed, each representing one share upon vesting. They vest in four equal annual installments beginning on August 12, 2025, August 12, 2026, and August 12, 2027, respectively, contingent on continued service.
What are the key terms of the new stock option granted to the EWTX CSO?
The CSO received an option covering 65,000 shares of common stock, with 1/48th of the shares vesting each month beginning on September 12, 2026, subject to his continued service through each vesting date.
AI-generated analysis. How Rhea-AI works. Not financial advice.
