Tax-related share sale by Neumora Therapeutics (NMRA) insider Paul L. Berns

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Neumora Therapeutics, Inc. director and officer Paul L. Berns reported an open-market sale of 9,819 shares of common stock on February 17, 2026. The shares were sold at a weighted average price of $3.5094 per share to satisfy tax withholding obligations related to the vesting of restricted stock units.

After the sale, Berns directly owned 7,395,185 shares of common stock. He also had indirect ownership of 133,097 shares held by LULU TRUST OF 2024 for specified beneficiaries, as noted in the footnotes.

Insider Trade Summary

Net Seller: 9,819 shares ($34,459)

Net Sell 4 txns

Insider BERNS PAUL L

Role See Remarks

Sold 9,819 shs ($34K)

Type	Security	Shares	Price	Value
Sale	Common Stock	9,819	$3.5094	$34K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 7,395,185 shares (Direct); Common Stock — 133,097 shares (Indirect, See footnote)

Footnotes (1)

The shares were sold to satisfy tax withholding obligations in connection with the vesting of restricted stock units. This transaction was executed in multiple trades in prices ranging from $3.48 to $3.545, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. Held by LULU TRUST OF 2024 FBO AB. Held by LULU TRUST OF 2024 FBO OB. Held by LULU TRUST OF 2024 FBO HB.

Form 4 Insider Transactions: What Each Field Means →

02/19/2026 - 05:05 PM

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^*

BERNS PAUL L

(Last)

(First)

(Middle)

C/O NEUMORA THERAPEUTICS, INC.

260 ARSENAL WAY, SUITE 1

(Street)

WATERTOWN

02472

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Neumora Therapeutics, Inc. [ NMRA ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/17/2026		S⁽¹⁾		9,819	D	$3.5094⁽²⁾	7,395,185	D
Common Stock								133,097	I	See footnote⁽³⁾
Common Stock								133,097	I	See footnote⁽⁴⁾
Common Stock								133,097	I	See footnote⁽⁵⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The shares were sold to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

2. This transaction was executed in multiple trades in prices ranging from $3.48 to $3.545, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.

3. Held by LULU TRUST OF 2024 FBO AB.

4. Held by LULU TRUST OF 2024 FBO OB.

5. Held by LULU TRUST OF 2024 FBO HB.

Remarks:

Title: Chief Executive Officer and Chairman of the Board

	/s/ Michael Milligan, as Attorney-in-Fact for Paul L. Berns	02/19/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Neumora Therapeutics (NMRA) report for Paul L. Berns?

Neumora Therapeutics reported that Paul L. Berns sold 9,819 shares of common stock on February 17, 2026. The sale was an open-market transaction primarily to cover tax withholding owed from restricted stock unit vesting, rather than a discretionary portfolio sale.

At what price did Paul L. Berns sell Neumora Therapeutics (NMRA) shares?

The 9,819 Neumora Therapeutics shares were sold at a weighted average price of $3.5094 per share. Individual trades occurred in a range from $3.48 to $3.545, with full trade-by-trade details available upon request from the company, regulator, or security holders.

How many Neumora Therapeutics (NMRA) shares does Paul L. Berns own after this Form 4 sale?

Following the sale, Paul L. Berns directly owned 7,395,185 Neumora Therapeutics common shares. He also reported indirect ownership of 133,097 additional shares held through LULU TRUST OF 2024 structures for different beneficiaries, according to the footnotes in the filing.

Why did Paul L. Berns sell Neumora Therapeutics (NMRA) shares according to the Form 4?

The filing states the shares were sold to satisfy tax withholding obligations tied to restricted stock unit vesting. This means the transaction functioned as a tax-related sale, not as a voluntary reduction of his economic exposure to Neumora Therapeutics stock holdings.

What do the LULU TRUST OF 2024 footnotes mean in the Neumora (NMRA) Form 4?

Footnotes explain that certain indirectly owned shares are held by LULU TRUST OF 2024 for specific beneficiaries identified as AB, OB, and HB. These trusts hold Neumora Therapeutics common stock on behalf of those beneficiaries, contributing to Berns’s reported indirect ownership.