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Nurix Therapeutics’ Hansen sells 1,452 shares

The October 30 sale was an issuer-plan tax-withholding transaction; the November 2 option-related sale was made under a previously adopted trading plan.

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Form Type
4

Rhea-AI Filing Summary

Nurix Therapeutics Chief Scientific Officer Gwenn Hansen reported an option exercise and stock sales on November 2, 2026, plus RSU vesting and a tax-withholding sale on October 30, 2026. She exercised options for 1,452 shares at $1.86 per share and sold 1,452 shares at $26.80 per share under a previously adopted Rule 10b5-1 plan. On October 30, 3,750, 2,859 and 3,573 RSUs vested into common shares; she sold 3,957 shares at a weighted average price of $26.2791 per share to cover tax withholding, as required by the issuer's equity plans.

Insider Hansen Gwenn
Role Chief Scientific Officer
Sold 5,409 shs ($143K)
Approx. gross sale proceeds $143K
Approx. exercise cost $3K
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) F3, F9 1,452 $0.00 $0.00
Exercise Common Stock F3 1,452 $1.86 $3K
Sale Common Stock F3 1,452 $26.80 $39K
Exercise Restricted Stock Units F4, F5, F6 3,750 $0.00 $0.00
Exercise Restricted Stock Units F4, F7, F6 2,859 $0.00 $0.00
Exercise Restricted Stock Units F4, F8, F6 3,573 $0.00 $0.00
Exercise Common Stock 3,750 $0.00 $0.00
Exercise Common Stock 2,859 $0.00 $0.00
Exercise Common Stock 3,573 $0.00 $0.00
Sale Common Stock F1, F2 3,957 $26.2791 $104K
Holdings After Transaction: Restricted Stock Units — 60,380 contracts (Direct); Employee Stock Option (right to buy) — 57,954 contracts (Direct); Common Stock — 123,452 shares (Direct)
Footnotes (9)
  1. F1. The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
  2. F2. Represents the weighted average sale price. The lowest price at which shares were sold was $26.135 and the highest price at which shares were sold was $26.42. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
  3. F3. This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
  4. F4. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
  5. F5. The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2024, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
  6. F6. RSUs do not expire; they either vest or are canceled prior to the vest date.
  7. F7. The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2025, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
  8. F8. The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2026, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
  9. F9. The stock option vested as to 1/48 of the total shares monthly beginning June 10, 2019 until the option was fully vested on May 10, 2023.
Options exercised 1,452 shares November 2, 2026
Option exercise price $1.86 per share November 2, 2026
Option shares following exercise 57,954 shares Reported after the November 2, 2026 transaction
Shares sold 1,452 shares November 2, 2026
Sale price $26.80 per share November 2, 2026
Common shares issued upon RSU vesting 3,750; 2,859; and 3,573 shares October 30, 2026
Tax-withholding sale 3,957 shares October 30, 2026
Weighted average sale price $26.2791 per share October 30, 2026
Rule 10b5-1 trading plan regulatory
"pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
sell to cover financial
"funded by a sell to cover transaction"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
restricted stock units financial
"restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
weighted average sale price financial
"Represents the weighted average sale price"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many NRIX shares did Gwenn Hansen sell, and at what prices?

Gwenn Hansen reported sales of 1,452 shares on November 2, 2026, at $26.80 per share under a previously adopted Rule 10b5-1 trading plan, and 3,957 shares on October 30, 2026, at a weighted average $26.2791 per share. The October 30 sale price ranged from $26.135 to $26.42.

What were the vesting terms for Gwenn Hansen's NRIX RSUs?

The 3,750-share award's quarterly vesting began July 30, 2024; the 2,859-share award began July 30, 2025; and the 3,573-share award began July 30, 2026. Each award vests in 1/12 increments quarterly over three years, subject to Gwenn Hansen providing services to Nurix Therapeutics on each vesting date.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
Hansen Gwenn

(Last)(First)(Middle)
C/O NURIX THERAPEUTICS, INC.
1600 SIERRA POINT PKWY

(Street)
BRISBANE CALIFORNIA 94005

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Nurix Therapeutics, Inc. [ NRIX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Scientific Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock10/30/2026M3,750A$0120,977D
Common Stock10/30/2026M2,859A$0123,836D
Common Stock10/30/2026M3,573A$0127,409D
Common Stock10/30/2026S(1)3,957D$26.2791(2)123,452D
Common Stock11/02/2026M(3)1,452A$1.86124,904D
Common Stock11/02/2026S(3)1,452D$26.8123,452D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$0(4)10/30/2026M3,750 (5) (6)Common Stock3,750$07,500D
Restricted Stock Units$0(4)10/30/2026M2,859 (7) (6)Common Stock2,859$017,150D
Restricted Stock Units$0(4)10/30/2026M3,573 (8) (6)Common Stock3,573$035,730D
Employee Stock Option (right to buy)$1.8611/02/2026M(3)1,452 (9)08/28/2029Common Stock1,452$057,954D
Explanation of Responses:
1. The sales reported on this Form 4 represent shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
2. Represents the weighted average sale price. The lowest price at which shares were sold was $26.135 and the highest price at which shares were sold was $26.42. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
3. This transaction was effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person.
4. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
5. The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2024, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
6. RSUs do not expire; they either vest or are canceled prior to the vest date.
7. The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2025, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
8. The RSUs will vest as to 1/12 of the total award quarterly over three years, with the first quarterly increment vesting on July 30, 2026, subject to the Reporting Person's provision of services to the Issuer on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
9. The stock option vested as to 1/48 of the total shares monthly beginning June 10, 2019 until the option was fully vested on May 10, 2023.
Remarks:
/s/ Daniel Burbach, as Attorney-in-Fact for Gwenn Hansen11/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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