Nurix Therapeutics (NRIX) CFO sells stock to cover RSU tax withholding

Rhea-AI Filing Summary

Nurix Therapeutics, Inc.’s Chief Financial Officer, Hans van Houte, reported routine equity compensation activity and related tax sales. On January 30, 2026, several blocks of restricted stock units (RSUs) converted into common stock at $0 exercise price, including 2,887, 2,000, 3,750 and 2,859 RSUs.

To cover tax withholding from these RSU vestings, the CFO sold 3,588 shares at a weighted average price of $16.5826 and 73 shares at a weighted average price of $17.3717. The filing states these are mandatory “sell to cover” transactions, not discretionary trades. After the transactions, he directly owned 45,427 common shares and 25,725 RSUs.

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^*

van Houte Hans

(Last) (First) (Middle)

C/O NURIX THERAPEUTICS, INC.

1600 SIERRA POINT PKWY

(Street)

BRISBANE CA 94005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nurix Therapeutics, Inc. [ NRIX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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
Common Stock	01/30/2026		M		2,887	A	$0	40,479	D
Common Stock	01/30/2026		M		2,000	A	$0	42,479	D
Common Stock	01/30/2026		M		3,750	A	$0	46,229	D
Common Stock	01/30/2026		M		2,859	A	$0	49,088	D
Common Stock	01/30/2026		S(1)		3,588	D	$16.5826(2)	45,500	D
Common Stock	01/30/2026		S(1)		73	D	$17.3717(3)	45,427	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
Restricted Stock Units	$0(4)	01/30/2026		M			2,887	(5)	(6)	Common Stock	2,887	$0	0	D
Restricted Stock Units	$0(4)	01/30/2026		M			2,000	(7)	(6)	Common Stock	2,000	$0	2,000	D
Restricted Stock Units	$0(4)	01/30/2026		M			3,750	(8)	(6)	Common Stock	3,750	$0	18,750	D
Restricted Stock Units	$0(4)	01/30/2026		M			2,859	(9)	(6)	Common Stock	2,859	$0	25,725	D

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 $16.33 and the highest price at which shares were sold was $17.32. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $17.33 and the highest price at which shares were sold was $17.49. 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.

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 in substantially equal increments quarterly over four years, with the first quarterly increment vesting on April 30, 2022, 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, 2023, 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, 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.

9. 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.

Remarks:

	/s/ Daniel Burbach, as Attorney-in-Fact for Hans van Houte	01/30/2026
	** 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 insider transaction did Nurix Therapeutics (NRIX) disclose for its CFO?

Nurix reported that CFO Hans van Houte had RSUs convert into common stock, then sold a portion of the resulting shares. The sales were solely to cover tax withholding obligations tied to RSU vesting and were mandated by the company’s equity incentive plans.

How many Nurix Therapeutics (NRIX) shares did the CFO sell and at what prices?

The CFO sold 3,588 shares of Nurix common stock at a weighted average price of $16.5826 and 73 shares at a weighted average price of $17.3717. Footnotes state detailed price breakdowns are available for each trade within those ranges upon request.

Why did the Nurix (NRIX) CFO’s Form 4 sales occur on January 30, 2026?

The sales were required to satisfy tax withholding when restricted stock units vested on January 30, 2026. Nurix’s equity incentive plans mandate “sell to cover” transactions for these obligations, so the trades did not represent discretionary selling by the CFO.

How many Nurix Therapeutics (NRIX) shares does the CFO own after these transactions?

Following the January 30, 2026 transactions, the CFO directly owned 45,427 shares of Nurix common stock. He also held 25,725 restricted stock units, which represent contingent rights to receive an equal number of common shares if the vesting conditions are met.

What restricted stock unit (RSU) activity did Nurix (NRIX) report for its CFO?

Nurix reported RSU conversions of 2,887, 2,000, 3,750 and 2,859 units into common stock at a $0 exercise price. The RSUs vest in quarterly installments over multi-year periods, provided the CFO continues to provide services on each scheduled vesting date.

How do Nurix Therapeutics (NRIX) RSUs for the CFO vest over time?

The Form 4 explains that certain RSU grants vest quarterly over four years, while others vest quarterly over three years. Initial vesting dates include April 30, 2022, and July 30 of 2023, 2024, and 2025, with continued service required at each vesting date.