CFO at GRAIL (GRAL) executes 3,147-share automatic sell-to-cover

Rhea-AI Filing Summary

GRAIL, Inc.'s Chief Financial Officer, Aaron Freidin, reported automatic tax-related stock sales. On March 5 and March 9, he sold a total of 3,147 shares of GRAIL common stock in open-market transactions ranging from $46.74 to $53.01 per share.

According to the disclosure, these were automatic "sell-to-cover" trades executed by a broker to cover withholding taxes when equity awards vested and shares were delivered, rather than discretionary portfolio sales. After these transactions, Freidin directly owned 306,475 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

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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^*

Freidin Aaron

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		S		655	D	$53.01(1)	308,967	D
Common Stock	03/09/2026		S		2,407	D	$47.93(1)	306,560	D
Common Stock	03/09/2026		S		85	D	$46.74(1)	306,475	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 automatic 'sell-to-cover' transactions by an executing broker to cover withholding taxes upon award vesting and share delivery. The price reported in Column 4 is a weighted average price calculated by the broker executing these transactions. These shares were sold as part of a block trade in multiple transactions, and the Reporting Person undertakes to provide to 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 sales price.

Remarks:

	/s/Donald Lang, as Attorney-in-Fact for Aaron Freidin	03/09/2026
	** 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) disclose for its CFO?

GRAIL disclosed that Chief Financial Officer Aaron Freidin sold 3,147 shares of common stock. The trades occurred on March 5 and March 9 as automatic sell-to-cover transactions tied to equity award vesting and related tax withholding obligations.

At what prices did the GRAIL (GRAL) CFO’s Form 4 sales occur?

The reported sales were executed at prices ranging from $46.74 to $53.01 per share. The filing notes that the price shown may reflect a weighted average from multiple trades within a block executed by the broker handling the transactions.

Were the GRAIL (GRAL) CFO’s recent stock sales discretionary?

No, the filing describes the transactions as automatic “sell-to-cover” trades by a broker. They were executed to cover withholding taxes when equity awards vested and shares were delivered, rather than being discretionary open-market sales initiated for portfolio reasons.

How many GRAIL (GRAL) shares does the CFO hold after these transactions?

After completing the reported sell-to-cover transactions, Chief Financial Officer Aaron Freidin directly holds 306,475 shares of GRAIL common stock. This figure reflects his remaining ownership following the 3,147 shares sold to satisfy tax withholding obligations.

What does “sell-to-cover” mean in the GRAIL (GRAL) Form 4 footnote?

Sell-to-cover means a broker automatically sells a portion of newly delivered shares to pay required withholding taxes. In GRAIL’s case, the CFO’s shares were sold this way after equity awards vested, with prices reported as a weighted average for the executed block trades.