Century Therapeutics (IPSC) grants Gregory Russotti 135,000 RSUs and 265,000 options

Rhea-AI Filing Summary

Century Therapeutics, Inc. reported that Chief Technology and Manufacturing Officer Gregory Russotti received new equity awards. On February 2, 2026, he was granted 135,000 shares of common stock in the form of restricted stock units at $0 per share, increasing his directly held common stock to 525,982 shares. The RSUs vest 25% on February 2, 2027, with the remaining 75% vesting quarterly over the following three years, subject to his continued service.

Russotti was also granted a stock option for 265,000 shares of common stock at an exercise price of $1.84 per share, vesting 25% on February 2, 2027 and the balance in 36 equal monthly installments thereafter. In addition, 92,773 shares of common stock are reported as indirectly owned through the Gregory Russotti 2021 Family Trust.

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

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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^*

Russotti Gregory

(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)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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	02/02/2026		A(1)		135,000	A	$0	525,982	D
Common Stock								92,773	I	By Gregory Russotti 2021 Family Trust

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)	$1.84	02/02/2026		A		265,000		(2)	02/02/2036	Common Stock	265,000	$0	265,000	D

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 25% on February 2, 2027, with the remaining 75% vesting on a quarterly basis for the three years thereafter, 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. The option vests 25% on February 2, 2027, with the remaining 75% vesting in 36 equal monthly installments, subject to the Reporting Person's continued service through each applicable vesting date.

Remarks:

Title: Chief Technology and Manufacturing Officer

	/s/ Douglas Carr, Attorney-in-Fact	02/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What equity awards did Gregory Russotti report in Century Therapeutics (IPSC) Form 4?

Gregory Russotti reported a grant of 135,000 restricted stock units and a stock option for 265,000 shares of Century Therapeutics common stock. Both awards were granted on February 2, 2026, as part of his compensation as Chief Technology and Manufacturing Officer.

What are the vesting terms of Gregory Russotti’s 135,000 RSUs at Century Therapeutics (IPSC)?

The 135,000 RSUs vest 25% on February 2, 2027, with the remaining 75% vesting on a quarterly basis over the next three years. Vesting requires Gregory Russotti’s continued service, and settled shares are delivered on each vesting date.

How do the 265,000 stock options granted to Gregory Russotti at Century Therapeutics (IPSC) vest?

The 265,000 stock options vest 25% on February 2, 2027, with the remaining 75% vesting in 36 equal monthly installments. Vesting is conditioned on Gregory Russotti’s continued service, and the options have an exercise price of $1.84 per share.

What is Gregory Russotti’s reported direct and indirect ownership in Century Therapeutics (IPSC)?

After the reported transactions, Gregory Russotti directly owns 525,982 shares of Century Therapeutics common stock. Additionally, 92,773 shares are reported as indirectly owned through the Gregory Russotti 2021 Family Trust, reflecting separate beneficial ownership via that trust.

Were the RSUs granted to Gregory Russotti at Century Therapeutics (IPSC) issued for cash consideration?

The filing shows the 135,000 RSUs were granted at a price of $0 per share, indicating they were issued as equity compensation rather than purchased for cash. Settlement occurs in common shares upon each vesting date.

What role does Gregory Russotti hold at Century Therapeutics (IPSC) according to the Form 4?

Gregory Russotti is identified as an officer of Century Therapeutics with the title Chief Technology and Manufacturing Officer. The reported RSU and stock option grants are tied to his continued service in this executive capacity with the company.