[Form 4] Century Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Century Therapeutics insider filing reports a grant of restricted stock units to the company’s Chief Scientific Officer. The report shows 762,543 RSUs were granted on 09/18/2025; each RSU represents a contingent right to one share of common stock and will be settled in shares on each vesting date. The RSUs vest 50% on October 1, 2026 and the remaining 50% on October 1, 2027, subject to continued service. After the grant the reporting person beneficially owns 992,489 shares directly and 10,697 shares indirectly via the Cowan Investment Nominee Trust, which the filer disclaims except for any pecuniary interest.

Positive

• Grant of 762,543 RSUs explicitly reported, each converting to one common share upon vesting
• Clear vesting schedule: 50% vests on October 1, 2026 and 50% on October 1, 2027, subject to continued service
• Post‑grant beneficial ownership disclosed: 992,489 shares direct and 10,697 shares indirect via a trust

Negative

• None.

Insights

Financial Analyst

TL;DR: CSO received a sizable time‑based RSU award that vests over two years; ownership increases but no dispositions reported.

The Form 4 documents a grant of 762,543 restricted stock units on 09/18/2025 that convert one‑for‑one into common shares on vesting. The award is time‑based with 50% vesting on 10/01/2026 and 50% on 10/01/2027, subject to continued service, which aligns executive compensation with future performance periods. The filing shows total beneficial ownership of 992,489 shares directly and 10,697 indirectly via a trust. There are no sales or cash proceeds reported in this filing.

Corporate Governance Expert

TL;DR: Standard time‑based equity grant with customary service vesting and a trust disclosure; routine governance disclosure.

The disclosure describes RSUs settled in shares and includes the required trust ownership disclosure and disclaimer for the Cowan Investment Nominee Trust. Vesting is time‑based over two annual dates, which is a conventional structure for retention and alignment. The filing is signed by an attorney‑in‑fact and contains no additional arrangements or 10b5‑1 notation, indicating a straightforward grant rather than a rule‑based sale plan.

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
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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^*

Cowan Chad

(Last) (First) (Middle)

C/O CENTURY THERAPEUTICS, INC.

25 N 38TH STREET, 11TH FLOOR

(Street)

PHILADELPHIA PA 19104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Century Therapeutics, Inc. [ IPSC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

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
Common Stock	09/18/2025		A(1)		762,543	A	$0	992,489	D
Common Stock								10,697	I	By Trust(2)

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. Reflects the grant of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Issuer common stock. The RSUs vest 50% on October 1, 2026, with the remaining 50% vesting on October 1, 2027, in each case subject the Reporting Person's continued service through the applicable vesting date. The RSUs will be settled on each applicable vesting date in shares of the Issuer's common stock.

2. Shares held by the Cowan Investment Nominee Trust. The Reporting Person disclaims beneficial ownership except to the extent of any pecuniary interest therein, and this report shall not be deemed an admission that such shares are beneficially owned by him for Section 16 or any other purpose.

	/s/ Douglas Carr, Attorney-in-Fact	09/22/2025
	** 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 Century Therapeutics (IPSC) report in this Form 4?

The Form 4 reports a grant of 762,543 restricted stock units (RSUs) to the Chief Scientific Officer on 09/18/2025.

When do the RSUs vest for the IPSC reporting person?

The RSUs vest 50% on October 1, 2026 and 50% on October 1, 2027, subject to continued service.

How many shares does the reporting person beneficially own after the reported transaction?

The filing shows 992,489 shares beneficially owned directly and 10,697 shares held indirectly through the Cowan Investment Nominee Trust.

Are the RSUs settled in cash or shares according to the filing?

The RSUs will be settled in shares of the Issuer's common stock on each applicable vesting date.

Does the filing indicate any dispositions or sales by the reporting person?

No dispositions or sales are reported in this Form 4; the transaction code shows an acquisition (A) of RSUs and a post‑grant ownership total.