GRAIL CEO tax sell-to-cover of 123,502 shares

GRAIL, Inc. director and Chief Executive Officer Robert P. Ragusa reported an automatic tax-related share sale.

Rhea-AI Filing Summary

GRAIL, Inc. director and Chief Executive Officer Robert P. Ragusa reported an automatic tax-related share sale. On the transaction date, an executing broker sold 123,502 shares of Common Stock in a sell-to-cover transaction to satisfy withholding taxes tied to award vesting and share delivery.

The broker executed the sales as part of a block trade at a weighted average price of $49.9176 per share. After these transactions, Ragusa directly holds 518,582 shares of GRAIL common stock, indicating he retains a substantial equity position despite the tax-driven sale.

Insider Trade Summary

Net Seller: 123,502 shares

Net Sell 1 txn

Insider RAGUSA ROBERT P

Role Chief Executive Officer

Sold 123,502 shs ($6.16M)

Type	Security	Shares	Price	Value
Sale	Common Stock	123,502	$49.9176	$6.16M

Holdings After Transaction: Common Stock — 518,582 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

Shares sold: 123,502 shares Weighted average sale price: $49.9176 per share Shares held after transaction: 518,582 shares

3 metrics

Shares sold 123,502 shares Automatic sell-to-cover to pay withholding taxes

Weighted average sale price $49.9176 per share Block trade executed by broker

Shares held after transaction 518,582 shares Post-transaction direct holdings of CEO

Key Terms

sell-to-cover, weighted average price, block trade

3 terms

sell-to-cover financial

"Represents automatic 'sell-to-cover' transactions by an executing broker"

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.

weighted average price financial

"The price reported in Column 4 is a weighted average price"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

block trade financial

"These shares were sold as part of a block trade in multiple transactions"

A block trade is a large, privately arranged sale or purchase of a company's shares or bonds between big investors, often negotiated to avoid upsetting the public market price. Think of it like selling a truckload of goods directly to one buyer instead of unloading it on a busy street — it moves a lot of supply at once and can signal shifting demand, affect immediate liquidity, and influence short-term stock prices.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did GRAIL (GRAL) CEO Robert Ragusa report in this Form 4?

Robert Ragusa reported an automatic broker-executed sale of 123,502 GRAIL common shares. The transactions were sell-to-cover trades to pay withholding taxes triggered by equity award vesting and share delivery, rather than a discretionary open-market liquidation of his holdings.

How many GRAIL (GRAL) shares did the CEO sell and at what price?

The CEO’s broker sold 123,502 shares of GRAIL common stock in connection with tax withholding. The weighted average sales price reported was $49.9176 per share, reflecting multiple block trade executions aggregated into a single average figure for disclosure purposes.

How many GRAIL (GRAL) shares does the CEO hold after the transaction?

Following the reported tax-related sales, Robert Ragusa directly holds 518,582 shares of GRAIL common stock. This post-transaction balance shows he maintains a significant ongoing equity stake in the company even after covering the associated withholding tax obligations.

Was the GRAIL (GRAL) CEO’s sale a discretionary open-market trade?

The filing describes the sale as an automatic sell-to-cover transaction handled by a broker. These sales were executed to cover withholding taxes upon award vesting and share delivery, indicating a tax-driven mechanism rather than a discretionary decision to sell shares in the open market.

How were the sales in the GRAIL (GRAL) Form 4 executed?

The shares were sold by an executing broker as part of a block trade in multiple transactions. The reported $49.9176 figure is a weighted average price, and the reporting person offers to provide full details of the individual sale prices upon request to interested parties.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/09/2026 - 06:58 PM Learn about SEC filing dates

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^*

RAGUSA ROBERT P

(Last) (First) (Middle)

C/O GRAIL, INC.

1525 O'BRIEN DRIVE

(Street)

MENLO PARK CALIFORNIA 94025

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/08/2026		S		123,502	D	$49.9176(1)	518,582	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 Robert Ragusa	04/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)