MaxCyte (MXCT) insider adds 29K shares via RSUs in annual grant

Rhea-AI Filing Summary

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

Non-employee director Stanley C. Erck reported two compensation-related equity grants dated 18 Jun 2025:

• 29,210 Restricted Stock Units (RSUs) acquired at $0 cost. Each RSU converts to one common share and is scheduled to vest on 18 Jun 2026, conditional on Mr. Erck’s continued board service.
• Stock option for 50,790 shares with an exercise price of $2.11 per share and an expiration date of 17 Jun 2035. The filing classifies the grant as an acquisition (“A”).

Post-transaction, Mr. Erck reports 298,328 common shares held directly. Option holdings now total 50,790 derivative securities.

The filing notes that the equity awards were made under the company’s Equity Grant Policy for non-employee directors. No open-market purchases or sales were disclosed, and there is no indication of a Rule 10b5-1 trading plan for this transaction.

Investor takeaway: The activity reflects routine annual board compensation, modestly increasing insider ownership without immediate cash outlay. It does not signal a change in fundamental outlook or corporate strategy.

Positive

• Increased insider ownership: 29,210 additional RSUs bring the director’s direct holdings to 298,328 shares, enhancing alignment with shareholders.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity grant; modestly higher insider alignment, negligible near-term market impact.

The Form 4 shows standard annual compensation rather than discretionary buying or selling. 29,210 RSUs add about 10.9% to Mr. Erck’s previously reported 269k share stake, while the 10-year option grant aligns his incentives with long-term share performance. No cash changed hands, so liquidity and capital structure remain unaffected. Because awards vest in one year and options are out-of-the-money until exercised, dilution is only potential and already embedded in equity-based compensation plans. Overall, the disclosure is neutral from a valuation perspective and chiefly relevant for governance tracking.

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^*

Erck Stanley C

(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	298,328	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 Stanley C. Erck acquire on 18 Jun 2025?

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

What is the exercise price and size of the new stock option granted to the director?

The option covers 50,790 shares at an exercise price of $2.11, expiring on 17 Jun 2035.

When do the newly granted RSUs to the MaxCyte director vest?

All RSUs vest on 18 Jun 2026, subject to continuous board service.

What is Stanley C. Erck’s total direct ownership after the reported transactions?

Following the grants, he holds 298,328 common shares directly and 50,790 options.

Does the Form 4 indicate any open-market buying or selling by the director?

No. The filing only reports equity awards under the company’s director compensation policy; no market purchases or sales were disclosed.