GRAIL (NASDAQ: GRAL) CEO logs 8,441-share sale for tax withholding

Rhea-AI Filing Summary

GRAIL, Inc. director and Chief Executive Officer Robert P. Ragusa reported sales of a total of 8,441 shares of common stock in open-market transactions. The sales occurred on March 5 and March 9, 2026 at prices ranging from $46.73 to $53.01 per share.

According to the footnote, these were automatic “sell-to-cover” trades executed by a broker to cover withholding taxes upon award vesting and share delivery, and the reported prices are weighted averages for multiple trades. After these transactions, Ragusa directly holds 642,084 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^*

RAGUSA ROBERT P

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		980	D	$53.01(1)	649,545	D
Common Stock	03/09/2026		S		7,203	D	$47.93(1)	642,342	D
Common Stock	03/09/2026		S		258	D	$46.73(1)	642,084	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	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) report for its CEO?

GRAIL reported that CEO Robert P. Ragusa sold a total of 8,441 shares of common stock in open-market transactions. These trades were automatic sell-to-cover sales executed to satisfy tax withholding obligations tied to vested equity awards.

On what dates did the GRAIL (GRAL) CEO sell shares and at what prices?

The CEO’s sales occurred on March 5, 2026 and March 9, 2026. Reported weighted average sale prices ranged from $46.73 per share to $53.01 per share, reflecting multiple individual trades within each aggregated transaction block.

How many GRAIL (GRAL) shares does the CEO hold after these Form 4 sales?

After completing the reported sell-to-cover transactions, CEO Robert P. Ragusa directly owns 642,084 shares of GRAIL common stock. This figure reflects his updated direct ownership following the 8,441 shares sold in the March 2026 transactions disclosed.

Were the GRAIL (GRAL) CEO’s share sales discretionary or tax-related?

The sales were automatic sell-to-cover transactions by an executing broker to cover withholding taxes upon equity award vesting and share delivery. The footnote clarifies they were not discretionary open-market sales for portfolio rebalancing purposes by the CEO.

How many GRAIL (GRAL) Form 4 sale transactions did the CEO report?

The Form 4 shows three separate sale entries of common stock, all coded as open-market sales. In total, these transactions covered 8,441 shares, and all are described in the footnote as part of automatic sell-to-cover tax withholding activity.

What does the weighted average price disclosure mean in GRAIL (GRAL) CEO’s Form 4?

The filing states the sale prices reported are weighted average prices calculated by the executing broker for block trades executed in multiple transactions. Full detail on each individual trade price is available upon request to GRAIL, its shareholders, or SEC staff.