[Form 4] MaxCyte, Inc. Insider Trading Activity

Rhea-AI Filing Summary

MaxCyte, Inc. (ticker: MXCT) filed a Form 4 disclosing routine equity awards to non-employee director Richard Douglas on 18 June 2025. The filing reports two separate grants:

• Restricted Stock Units (RSUs): 29,210 shares of common stock at no cost. These RSUs will vest on 18 June 2026, contingent on Dr. Douglas remaining in continuous service.
• Stock Options: 50,790 options with an exercise price of $2.11 per share, expiring 17 June 2035. The option grant follows the company’s annual equity policy for outside directors.

Following the transaction, Dr. Douglas directly owns 150,577 shares of common stock and holds 50,790 options. The filing indicates the transaction was an automatic annual grant under MaxCyte’s non-employee director compensation plan, not an open-market purchase or sale. No shares were sold or disposed of, and no cash consideration was involved.

Because this is a scheduled board-compensation event rather than a discretionary trade, it generally signals neutral corporate governance housekeeping rather than a directional view on the stock. No other insider transactions, earnings data, or material corporate developments were reported in this filing.

Insights

Corporate Governance Expert

TL;DR: Routine annual equity award to outside director; governance-compliant, financially immaterial, neutral signal.

The Form 4 documents standard board compensation: 29,210 RSUs and 50,790 options to Richard Douglas under MaxCyte’s non-employee director plan. Vesting is one-year cliff for RSUs; options run 10 years at $2.11 strike. No shares were sold, so there is no negative optical impact. The size of the grant is modest relative to MaxCyte’s ~126 million basic shares, and the exercise price aligns with prevailing market levels, suggesting arm’s-length practice. Overall, the filing demonstrates adherence to Section 16 reporting rules and provides transparency, but carries no material governance or valuation implications.

Portfolio Manager

TL;DR: Non-market insider activity; unlikely to move MXCT valuation or trading sentiment.

From an investment standpoint, this is a scheduled compensation grant—no purchase, no sale, no cash flow. The director’s total beneficial ownership rises to 150,577 shares plus options, but the incremental 29k shares represent less than 0.02% of shares outstanding. There is no information on operational performance, revenue, or guidance. Therefore, the filing is not price-sensitive; liquidity, float, and EPS dilution effects are negligible. Investors can regard the disclosure as neutral housekeeping.

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

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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^*

DOUGLAS RICHARD

(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	150,577	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
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