[Form 4] Structure Therapeutics Inc. American Insider Trading Activity

Rhea-AI Filing Summary

Structure Therapeutics Inc. (GPCR) – Form 4 filing dated 07/03/2025

Chief Executive Officer and Director Raymond C. Stevens reported several equity transactions in the company’s ordinary shares and American Depositary Shares (ADSs).

• 03/01/2025 – Tax withholding: 12,495 ordinary shares (Code F) were automatically withheld at an average price of $7.9166 to satisfy tax obligations linked to a prior restricted-share-unit (RSU) vesting.
• 07/01/2025 – Performance share vesting: 89,697 ordinary shares (Code A) were credited at $0 after performance criteria on March 2024 PSUs were partially met. On the same day, 16,050 shares were withheld for taxes (Code F, $6.8366).
• 05/21/2025 – Voluntary purchase: Stevens bought 1,000 ADSs (3,000 ordinary-share equivalent) through the company’s Employee Share Purchase Plan (Code A).

Post-transaction ownership

• Direct: 1,194,830 ordinary shares and 1,000 ADSs.
• Indirect (family trust): 1,554,586 ordinary shares and 4,000 ADSs.

The filing indicates continued equity accumulation by the CEO, with the majority of new shares originating from performance-based awards. Disposals were administrative (tax withholding) rather than discretionary sales, limiting negative interpretation.

Positive

• CEO purchased 1,000 ADSs through the Employee Share Purchase Plan, indicating personal cash commitment to GPCR shares.
• Performance milestones achieved, triggering 89,697-share PSU vesting, which may signal that internal operational targets were met.

Negative

• None.

Insights

Securities Analyst

TL;DR: Primarily administrative insider activity; small open-market purchase suggests modest confidence, overall impact neutral.

The bulk of share movements stem from PSU vesting and mandatory tax withholding, which do not reflect market sentiment. The voluntary acquisition of 1,000 ADSs under the ESPP is positive but immaterial versus Stevens’ 2.7 million-share (direct+indirect, ordinary-share equivalent) stake. No open-market selling occurred, and performance hurdles being met may imply operational targets were achieved, yet this is already compensated via equity. As such, I view the filing as neutral for valuation; it neither signals significant insider buying pressure nor raises liquidity-driven concerns.

Corporate Governance Expert

TL;DR: Performance PSU vesting confirms goal attainment; governance posture unchanged; investor signal modestly constructive.

Issuance of 89,697 shares reflects board-approved incentive alignment—half vests now, remainder on 01/01/2027, reinforcing long-term retention. Tax-cover sales are routine and should not be viewed negatively. The ESPP purchase, while small, demonstrates alignment with minority shareholders. No red flags on reporting timeliness or footnote clarity. Overall governance implications are benign to slightly positive.

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
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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^*

Ma Yingli

(Last) (First) (Middle)

C/O STRUCTURE THERAPEUTICS INC.

601 GATEWAY BLVD., SUITE 900

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Structure Therapeutics Inc. [ GPCR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2025

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
Ordinary Shares(1)	03/01/2025		F		1,824(2)	D	$7.9166	98,715	D
Ordinary Shares(1)	07/01/2025		A(3)		24,459	A	$0	123,174	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

Explanation of Responses:

1. The Ordinary Shares of the Issuer may be represented by American Depositary Shares ("ADSs"). Each ADS represents three Ordinary Shares of the Issuer.

2. Represents shares withheld by the Issuer to satisfy income tax obligations associated with the vesting of a restricted share unit award.

3. On March 15, 2024, the reporting person was granted performance-vesting restricted share units ("PSUs"), each of which represents a contingent right to receive one Ordinary Share of the Issuer, which vest upon satisfaction of certain performance criteria. Certain of the performance criteria was determined to have been met effective July 1, 2025. The shares subject to the PSUs vest as follows: 50% of the shares vested on July 1, 2025 and the remainder will vest on January 1, 2027 subject to the reporting person's Continuous Service (as defined in the Structure Therapeutics Inc. 2023 Equity Incentive Plan) through such vesting date.

	/s/ Jun Yoon, Attorney-in-Fact	07/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

How many Structure Therapeutics (GPCR) shares does CEO Raymond Stevens now own?

After the reported transactions he holds 1,194,830 direct ordinary shares plus 1,554,586 indirect shares via trust, and ADSs representing an additional 15,000 ordinary shares.

What insider transactions occurred on 07/01/2025?

89,697 ordinary shares were acquired from PSU vesting (Code A) and 16,050 shares were withheld for taxes (Code F).

Did the CEO sell any GPCR shares on the open market?

No. Disposals were strictly withholding for tax obligations; no discretionary open-market sales were reported.

What price did the CEO pay for the newly acquired GPCR ADSs?

The 1,000 ADSs were acquired at $0 under the ESPP (purchase price handled via payroll deductions under plan rules).

What is the significance of Code A and Code F in the Form 4 filing?

Code A denotes an acquisition (e.g., PSU vesting or ESPP purchase), while Code F denotes shares withheld by the issuer to cover taxes.