Nautilus (NAUT) General Counsel receives 160,000-share stock option grant

Rhea-AI Filing Summary

Nautilus Biotechnology granted General Counsel Matthew B. Murphy a stock option covering 160,000 shares of common stock. The option was awarded at an exercise price of $0.00 per share, so he did not pay anything at grant. Vesting is tied to his continued service: 25% of the option vests on the one-year anniversary of the January 1, 2026 vesting commencement date, with the remaining shares vesting in equal monthly installments over the following 36 months. This award increases his directly held option position to 160,000 shares.

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^*

Murphy Matthew B.

(Last) (First) (Middle)

C/O NAUTILUS BIOTECHNOLOGY, INC.

2701 EASTLAKE AVENUE EAST

(Street)

SEATTLE WA 98102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nautilus Biotechnology, Inc. [ NAUT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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)	$2.32	03/02/2026		A		160,000		(1)	03/02/2036	Common Stock	160,000	$0	160,000	D

Explanation of Responses:

1. Subject to reporting person's continuous status as a "Service Provider" (as defined in the the Issuer's 2021 Equity Incentive Plan) through each vesting date, twenty-five percent (25%) of the shares subject to the Option shall vest on the one (1) year anniversary of the Vesting Commencement Date (as defined below), and one thirty-sixth (1/36th) of the remaining shares subject to the Option shall vest each month thereafter on the same day of the month as the Vesting Commencement Date (and if there is no corresponding day, on the last day of the month). The Vesting Commencement Date is January 1, 2026.

Remarks:

	/s/ Matthew B. Murphy	03/04/2026
	** 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.

FAQ

What did Nautilus Biotechnology (NAUT) grant to its General Counsel?

Nautilus Biotechnology granted General Counsel Matthew B. Murphy a stock option for 160,000 shares. The option is a right to buy company stock in the future, subject to vesting and other conditions tied to his continued service.

What is the exercise price of the new Nautilus (NAUT) stock option grant?

The new stock option for Matthew B. Murphy has an exercise price of $0.00 per share. This means no cash was paid at grant, and any future cost or value will depend on how the option’s terms operate over time.

How does the 160,000-share option for Nautilus (NAUT) General Counsel vest?

The option vests over time, starting from a January 1, 2026 commencement date. Twenty-five percent vests on the one-year anniversary, and the remaining shares vest in 36 equal monthly installments, conditioned on his continuous status as a service provider.

When does the vesting commence for the Nautilus (NAUT) option grant?

The vesting commencement date for Matthew B. Murphy’s option grant is January 1, 2026. From that date, one-quarter vests after one year, with the balance vesting monthly over three additional years, assuming he continues as a service provider.

How many Nautilus (NAUT) options does Matthew B. Murphy hold after this grant?

After this grant, Matthew B. Murphy holds 160,000 stock options directly. This total reflects the newly awarded option and will vest over several years, subject to his continued service with Nautilus Biotechnology as defined in the equity incentive plan.