Fractyl Health (GUTS) officer receives 743,913 stock options at $2.24

Rhea-AI Filing Summary

Fractyl Health, Inc. reported a new stock option grant for its General Counsel on a Form 4. On 12/15/2025, the officer received a stock option to purchase 743,913 shares of common stock at an exercise price of $2.24 per share. The option is listed as being held with direct ownership of 743,913 derivative securities following the transaction.

According to the disclosure, the stock option vests in equal installments on each of the first three anniversaries of the grant date, so the award becomes exercisable over a three-year period as long as the General Counsel remains employed through each vesting date. The option has an expiration date of 12/14/2035, giving a long-term window in which the award can be exercised once vested.

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^*

Toomey Sarah

(Last) (First) (Middle)

3 VAN DE GRAAFF DRIVE

SUITE 200

(Street)

BURLINGTON MA 01803

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FRACTYL HEALTH, INC. [ GUTS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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

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
Stock Option (right to buy)	$2.24	12/15/2025		A		743,913		(1)	12/14/2035	Common Stock	743,913	$0	743,913	D

Explanation of Responses:

1. The stock option vests and becomes exercisable in equal installments on each of the first three anniversaries of the grant date, subject to the Reporting Persons's continuing in employment through each such vesting date.

	/s/ Harith Rajagopalan, Attorney-in-fact	12/17/2025
	** 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 did Fractyl Health (GUTS) disclose in this Form 4 filing?

The filing reports that Fractyl Health’s General Counsel received a stock option grant covering 743,913 shares of common stock, with details on pricing, vesting, and expiration.

How many Fractyl Health (GUTS) shares are covered by the new stock option?

The stock option covers 743,913 shares of Fractyl Health, Inc. common stock, all reported as directly owned derivative securities after the transaction.

What is the exercise price of the Fractyl Health (GUTS) stock option granted to the General Counsel?

The stock option has an exercise price of $2.24 per share for the underlying common stock.

When do the new Fractyl Health (GUTS) stock options vest?

The option vests in three equal annual installments on each of the first three anniversaries of the 12/15/2025 grant date, subject to continued employment through each vesting date.

When do the Fractyl Health (GUTS) options granted in this filing expire?

The stock option reported in this Form 4 has an expiration date of 12/14/2035, after which any unexercised portion will lapse.

What role does the reporting person hold at Fractyl Health (GUTS)?

The reporting person is an officer of Fractyl Health, Inc., serving in the role of General Counsel.