GRAIL (GRAL) director takes 206 stock units instead of cash fees payment

Rhea-AI Filing Summary

GRAIL director Steven Mizell received 206 deferred stock units of common stock on January 15, 2026 as director compensation. These units were granted under the company’s deferred stock program and 2024 Incentive Award Plan in lieu of $20,164.38 of cash fees for his board service, using a price of $97.44 per share, which matched the closing market price on the grant date. The awards vest immediately upon grant, meaning they are fully earned right away. Following this grant, Mizell directly beneficially owns 36,675 shares of GRAIL common stock.

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).

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^*

MIZELL STEVEN

(Last) (First) (Middle)

C/O GRAIL, INC.

1525 O'BRIEN DRIVE

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GRAIL, Inc. [ GRAL ]

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)
01/15/2026

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	01/15/2026		A		206(1)	A	$97.44	36,675	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. Represents 206 deferred stock units granted to Mr. Mizell under our deferred stock program and 2024 Incentive Award Plan in lieu of $20,164.38 of cash fees payable to Mr. Mizell for his service as a director, based on a price per share of $97.44, which was the closing price per share of the Company's common stock on January 15, 2026. The awards will vest immediately upon grant date.

Remarks:

	/s/Donald Lang, as Attorney-in-Fact for Steven Mizell	01/16/2026
	** 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 transaction did GRAIL (GRAL) report for Steven Mizell?

GRAIL reported that director Steven Mizell received 206 deferred stock units of the company’s common stock on January 15, 2026 as part of his director compensation.

What was the value and price per share of Steven Mizell’s GRAIL stock unit grant?

The grant represented $20,164.38 of fees, based on a price of $97.44 per share, which was the closing price of GRAIL’s common stock on January 15, 2026.

Why did Steven Mizell receive deferred stock units instead of cash from GRAIL?

The 206 deferred stock units were issued to Steven Mizell under GRAIL’s deferred stock program and 2024 Incentive Award Plan in lieu of cash fees otherwise payable for his service as a director.

When do Steven Mizell’s newly granted GRAIL deferred stock units vest?

According to the disclosure, the awards vest immediately upon the grant date, so the 206 deferred stock units were fully vested on January 15, 2026.

How many GRAIL shares does Steven Mizell own after this transaction?

After receiving the 206 deferred stock units, Steven Mizell beneficially owns 36,675 shares of GRAIL common stock in direct ownership.

Was the GRAIL Form 4 filed for a director or an officer?

The Form 4 identifies Steven Mizell as a director of GRAIL and not as an officer or 10% owner.