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

Rhea-AI Filing Summary

Douglas Carr, SVP Finance & Operations reported a small, automated sale of company stock to cover tax withholding related to restricted stock unit vesting. On 09/08/2025 he disposed of 263 shares of Century Therapeutics, Inc. (IPSC) at $0.50 per share, leaving 405,423 shares beneficially owned in a direct capacity.

The Form 4 states the sales were automatic and not at the reporting person’s discretion, made solely to satisfy tax-withholding obligations. The filing is signed by the reporting person on 09/10/2025.

Positive

• Automatic tax-withholding sale disclosed, indicating transparency about the reason for the disposition
• Timely and signed Form 4 filing documenting the transaction and remaining beneficial ownership

Negative

• Insider disposed of 263 shares, reducing direct holdings (though amount appears small relative to total ownership)

Insights

Financial Analyst

TL;DR: Routine, immaterial insider sale for tax withholding; no evident change to ownership control.

The reported transaction is a small, automatic disposition of 263 shares at $0.50 each to satisfy tax withholding on vested restricted stock units. With 405,423 shares retained after the sale, the transaction appears administrative rather than strategic. There are no derivative transactions reported and no indication of discretionary trading by the reporting person, which limits market-significance and investor impact.

Corporate Governance Expert

TL;DR: Proper timely disclosure of an automatic withholding sale; governance protocols appear followed.

The Form 4 clearly discloses the nature of the sale as automatic tax-withholding tied to RSU vesting and is signed by the reporting person. This transparency aligns with Section 16 reporting expectations. The lack of additional sales or changes in derivative holdings suggests no material shift in insider alignment or control.

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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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^*

Carr Douglas

(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)
	SVP Finance & Operations

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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	09/08/2025		S(1)		263	D	$0.5	405,423	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. The sales reported on this Form 4 represent the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. Such sales were automatic and not at the discretion of the Reporting Person.

	/s/ Douglas Carr	09/10/2025
	** 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 Douglas Carr report on Form 4 for Century Therapeutics (IPSC)?

He reported an automatic sale of 263 shares on 09/08/2025 at $0.50 per share to cover tax withholding from RSU vesting.

How many shares does Douglas Carr beneficially own after the reported transaction?

The Form 4 shows 405,423 shares beneficially owned following the reported sale.

Why were the shares sold according to the filing?

The filing states the sales were automatic and required to cover tax withholding obligations in connection with RSU vesting, not discretionary trades.

What is Douglas Carr's role at Century Therapeutics listed on the Form 4?

He is identified as SVP Finance & Operations and the filing was submitted by one reporting person.

When was the Form 4 signed by the reporting person?

The document is signed by /s/ Douglas Carr on 09/10/2025.