STOCK TITAN

MXCT insider Patrick Balthrop receives annual equity award in Form 4 filing

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

MaxCyte, Inc. (MXCT) – Form 4 insider transaction

On 06/18/2025, non-employee director Patrick J. Balthrop received his annual equity award under the company’s non-employee director policy. The grant comprises 29,210 restricted stock units (RSUs) and 50,790 stock options with a $2.11 exercise price. RSUs convert 1-for-1 into common shares and vest in full on 06/18/2026, contingent on continued board service. The options expire on 06/17/2035. Following the grant, Balthrop directly owns 50,577 common shares and the newly issued 50,790 options. No open-market purchases or sales occurred, and the transaction price for both RSUs and options was recorded as $0, reflecting a compensatory, not cash, transaction.

The filing is routine and does not signal a change in corporate strategy or financial outlook, but it modestly increases insider equity alignment while introducing potential future dilution should the options be exercised.

Positive

  • Increased insider alignment: Director Balthrop’s ownership grows by 29,210 RSUs, potentially aligning interests with shareholders.
  • Long-dated options: Exercisable through 2035 at $2.11, options incentivize long-term value creation.

Negative

  • Dilution risk: Exercise of 50,790 options would add new shares to the float.
  • No cash commitment: Grants were awarded at $0 cost, providing weaker bullish signal than open-market purchases.

Insights

TL;DR: Routine director equity grant; minor alignment benefit, limited market impact.

The transaction is standard board compensation. Although 29,210 RSUs increase direct ownership, the lack of cash outlay limits its signaling value compared with open-market buys. The 50,790 options, struck at $2.11 and expiring in 2035, could dilute shareholders by ~0.05 % of outstanding shares (estimate based solely on figures provided) if exercised, but only if the share price appreciates above the strike. Overall market impact is negligible; however, continued grants reinforce governance best practices by aligning director incentives with shareholder returns.

TL;DR: Governance-compliant equity award supports board alignment; no red flags detected.

The grant follows MaxCyte’s stated equity policy for non-employee directors, suggesting adherence to predictable, non-discretionary compensation frameworks. One-year cliff vesting promotes director retention without excessive entrenchment risk. The power-of-attorney signature indicates proper delegation for electronic filing. From a governance standpoint, the award is conventional and shareholder-friendly, though investors should monitor cumulative dilution from annual grants.

Insider BALTHROP PATRICK J
Role Director
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) 50,790 $0.00 --
Grant/Award Common Stock 29,210 $0.00 --
Holdings After Transaction: Stock Option (right to buy) — 50,790 shares (Direct); Common Stock — 50,577 shares (Direct)
Footnotes (1)
  1. These shares represent restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. This annual grant was made pursuant to the Issuer's Equity Grant Policy for non-employee directors. The shares underlying this grant vest on June 18, 2026, subject to the reporting person's continuous service as of such vesting date.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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*
BALTHROP PATRICK J

(Last) (First) (Middle)
C/O MAXCYTE, INC.
9713 KEY WEST AVENUE, SUITE 400

(Street)
ROCKVILLE MD 20850

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAXCYTE, INC. [ MXCT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025
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 06/18/2025 A 29,210(1)(2) A $0 50,577 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
Stock Option (right to buy) $2.11 06/18/2025 A 50,790 (2) 06/17/2035 Common Stock 50,790 $0 50,790 D
Explanation of Responses:
1. These shares represent restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
2. This annual grant was made pursuant to the Issuer's Equity Grant Policy for non-employee directors. The shares underlying this grant vest on June 18, 2026, subject to the reporting person's continuous service as of such vesting date.
Remarks:
Exhibit List: Exhibit 24 - Power of Attorney
/s/ David Sandoval, Attorney-in-Fact 06/23/2025
** 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

How many MaxCyte (MXCT) shares did Director Patrick Balthrop receive?

He received 29,210 restricted stock units, each convertible into one common share.

What is the exercise price of the newly granted MaxCyte stock options?

The options were issued at an exercise price of $2.11 per share.

When do the RSUs and options granted on 06/18/2025 vest or expire?

RSUs vest on 06/18/2026; the options expire on 06/17/2035.

What is Director Balthrop’s total direct share ownership after the transaction?

He now directly owns 50,577 common shares plus 50,790 options.

Does the Form 4 indicate any open-market purchases or sales?

No. The filing reflects compensatory grants only; no open-market trades occurred.