Kyverna Therapeutics (KYTX) chair has shares withheld for RSU taxes

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Kyverna Therapeutics, Inc. Executive Chairperson Christi Shaw reported a routine tax-related share disposition. On May 27, 2026, 4,194 shares of common stock were withheld and surrendered to the company to cover tax withholding obligations arising from a restricted stock unit (RSU) vesting.

The footnote explains this was tied to an RSU award for 16,634 shares that vested in full on May 27, 2026. After the tax-withholding transaction, Shaw directly holds 66,741 shares of Kyverna Therapeutics common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Shaw Christi

Role Executive Chairperson

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,194	$8.59	$36K

Holdings After Transaction: Common Stock — 66,741 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 4,194 shares RSU award vested: 16,634 shares Shares held after transaction: 66,741 shares +1 more

4 metrics

Shares withheld for taxes 4,194 shares Withheld and surrendered on May 27, 2026 for tax obligations

RSU award vested 16,634 shares Restricted stock unit award vested in full on May 27, 2026

Shares held after transaction 66,741 shares Direct common stock ownership following tax-withholding disposition

Reference share value $8.59 per share Price per share used in the tax-withholding disposition entry

Key Terms

restricted stock unit award, tax withholding obligations, tax-withholding disposition, Form 4

4 terms

restricted stock unit award financial

"in connection with the vesting of a restricted stock unit award for 16,634 shares"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

tax withholding obligations financial

"to satisfy tax withholding obligations that arose in connection with the vesting"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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Form 4 Insider Transactions: What Each Field Means →

05/29/2026 - 04:30 PM

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^*

Shaw Christi

(Last)

(First)

(Middle)

C/O KYVERNA THERAPEUTICS, INC.

5980 HORTON ST., STE 200

(Street)

EMERYVILLE

CALIFORNIA

94608

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Kyverna Therapeutics, Inc. [ KYTX ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Chairperson

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/27/2026		F		4,194⁽¹⁾	D	$8.59	66,741	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the number of shares withheld by and surrendered to the Issuer on May 27, 2026, to satisfy tax withholding obligations that arose in connection with the vesting of a restricted stock unit award for 16,634 shares that vested in full on May 27, 2026.

	By: /s/ Samantha H. Eldredge, as Attorney-in-fact	05/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Kyverna Therapeutics (KYTX) report for Christi Shaw?

Kyverna Therapeutics reported a tax-withholding disposition for Executive Chairperson Christi Shaw. On May 27, 2026, 4,194 shares were withheld and surrendered to the company to satisfy tax obligations triggered by the vesting of a restricted stock unit award.

Was the Kyverna Therapeutics (KYTX) Form 4 transaction an open-market sale?

No, the Form 4 transaction was not an open-market sale. The 4,194 shares were withheld by and surrendered to Kyverna Therapeutics to cover tax withholding obligations from a restricted stock unit award that vested in full on May 27, 2026.

How many Kyverna Therapeutics (KYTX) RSU shares vested for Christi Shaw?

A restricted stock unit award covering 16,634 Kyverna Therapeutics shares vested in full on May 27, 2026. To cover tax withholding obligations from this vesting, 4,194 of those shares were withheld and surrendered back to the company instead of being retained as common stock.

How many Kyverna Therapeutics (KYTX) shares does Christi Shaw hold after the Form 4 transaction?

Following the May 27, 2026 tax-withholding disposition, Executive Chairperson Christi Shaw directly holds 66,741 shares of Kyverna Therapeutics common stock. This figure reflects her direct ownership after the company withheld and surrendered 4,194 shares for RSU-related tax obligations.

What does transaction code F mean in the Kyverna Therapeutics (KYTX) Form 4?

Transaction code F indicates a tax-withholding disposition. In this case, 4,194 Kyverna Therapeutics shares were withheld and surrendered to the issuer to pay tax liabilities that arose when a 16,634-share restricted stock unit award vested in full on May 27, 2026.