MXCT Form 4: Director Disposes 10,684 Shares Under 10b5-1 Plan

Rhea-AI Filing Summary

Hemrajani Rekha, a director of MaxCyte, Inc. (MXCT), reported the sale of 10,684 shares of the issuer's common stock on 06/25/2025 at a weighted average price of $2.0945 per share. The filing states the sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on March 18, 2025. After the reported transactions, the reporting person beneficially owned 39,893 shares, with ownership reported as direct.

The Form 4 indicates the sales occurred in multiple transactions at prices ranging from $2.07 to $2.1212. The reporting person offered to provide detailed breakdowns of share counts by price upon request. No derivative transactions or other securities changes are reported in this filing.

Positive

• Sales executed under a documented Rule 10b5-1 trading plan, which supports transparency and reduces insider-timing concerns
• Reporting person retains a direct beneficial ownership of 39,893 shares after the transactions
• Price range and weighted average price disclosed and the filer offers to provide per-price breakdowns on request

Negative

• Director disposed of 10,684 shares, which could be viewed negatively by some investors even though it was pre-planned

Insights

Securities Analyst

TL;DR: Director sold a small stake under a pre-established 10b5-1 plan; remaining direct holding is 39,893 shares.

The sale of 10,684 shares at a weighted average of $2.0945 appears routine and was executed under a documented Rule 10b5-1 plan, which typically reduces insider-timing concerns. The transaction does not show additional derivative activity and leaves the director with a direct holding of 39,893 shares. From a market-impact perspective, the size of the sale relative to the disclosed remaining ownership suggests limited immediate signaling about company fundamentals.

Corporate Governance Expert

TL;DR: Use of an adopted 10b5-1 plan indicates pre-planned sales, supporting governance transparency for insider transactions.

The filing explicitly notes the adoption date of the 10b5-1 plan and that sales were executed pursuant to it. This adherence to a structured trading plan is a positive governance practice because it provides an affirmative defense under Rule 10b5-1 and helps insulate the director from accusations of opportunistic trading. The Form 4 contains clear disclosure of transaction pricing range and offers further breakdowns upon request, which aligns with high disclosure standards for insider trades.

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).

X

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^*

Hemrajani Rekha

(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)
06/25/2025

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	06/25/2025		S(1)		10,684	D	$2.0945(2)	39,893	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 in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 18, 2025.

2. The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $2.07 to $2.1212, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ David Sandoval, Attorney-in-Fact	08/27/2025
	** 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 MaxCyte (MXCT) director Hemrajani Rekha report on Form 4?

The director reported selling 10,684 shares on 06/25/2025 and holding 39,893 shares following the transactions.

At what price were the MXCT shares sold by the director?

The shares were sold at a weighted average price of $2.0945, with individual sale prices ranging from $2.07 to $2.1212.

Were the sales by the MXCT director part of a pre-planned trading arrangement?

Yes. The Form 4 states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on March 18, 2025.

Does the Form 4 report any option exercises or derivative transactions for MXCT?

No. The filing includes only non-derivative common stock sales and reports no derivative transactions.

Can investors obtain a breakdown of how many shares were sold at each price?

Yes. The reporting person undertook to provide, upon request, full information regarding the number of shares sold at each separate price within the disclosed range.