NUVB Form 4: Mashal Reports Transfer of 350,001 Stock Options to Trust

Rhea-AI Filing Summary

Robert Mashal, a director of Nuvation Bio Inc. (NUVB), reported derivative security transactions dated 08/11/2025 involving stock options with a $1.55 exercise/conversion price. The filing lists two entries of 350,001 option instruments each, with an exercisable/expiration date shown as 01/07/2034.

The filing states the shares underlying the options are fully vested and explains the reported transaction involved transfer of an option to the reporting person’s irrevocable trust. Post-transaction beneficial ownership shown on the form is 391,178 derivative securities held directly and 350,001 held indirectly (by trust).

Insights

Securities Analyst

TL;DR: Director reported transfer of vested stock options; form shows a shift between direct and indirect beneficial ownership.

The Form 4 discloses two derivative entries dated 08/11/2025 for stock options with a $1.55 conversion/exercise price and exercisable/expiration date of 01/07/2034. Each entry lists 350,001 options. The filing explicitly states the underlying shares are fully vested and notes the reported transaction involved transferring an option to an irrevocable trust. The form shows 391,178 derivative securities beneficially owned directly and 350,001 indirectly. From a securities-disclosure perspective this is a routine Section 16 report that changes the mix of direct versus indirect holdings; the document itself does not state any change in voting control or sale for proceeds.

Corporate Governance Expert

TL;DR: Reported transfer documents a change in beneficial ownership form (direct to trust) for fully vested options.

The filing identifies the reporting person as Mashal Robert, a director, and records the transfer/transaction concerning option instruments. The explanatory footnotes state the underlying shares are fully vested and that the transaction involved transfer to an irrevocable trust. The report quantifies post-transaction derivative holdings as 391,178 direct and 350,001 indirect (by trust). This disclosure fulfills Section 16 reporting obligations; the filing contains no additional governance actions or change-of-control statements.

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
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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^*

Mashal Robert

(Last) (First) (Middle)

C/O NUVATION BIO INC.

1500 BROADWAY, SUITE 1401

(Street)

NEW YORK NY 10036

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nuvation Bio Inc. [ NUVB ]

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)
08/11/2025

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

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)	$1.55	08/11/2025		G			350,001	(1)	01/07/2034	Class A Common Stock	350,001	$0	391,178	D(2)
Stock Option (Right to buy)	$1.55	08/11/2025		G		350,001		(1)	01/07/2034	Class A Common Stock	350,001	$0	350,001	I(2)	By Trust

Explanation of Responses:

1. The shares underlying the option are fully vested.

2. The reported transaction involves the reporting person's transfer of option to his irrevocable trust.

	/s/ Stephen Dang, Attorney-in-Fact	08/13/2025
	** 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 transaction did Robert Mashal report on the Form 4 for NUVB?

The Form 4 reports derivative security transactions dated 08/11/2025 involving stock options with a $1.55 exercise/conversion price.

How many stock options were reported in the Form 4 (NUVB)?

The filing lists two entries of 350,001 option instruments each, as shown on the Form 4.

Are the options fully vested according to the filing?

Yes. The Form 4 states that the shares underlying the option are fully vested.

To whom were the options transferred according to the Form 4?

The explanatory note states the reported transaction involved the reporting person’s transfer of an option to his irrevocable trust.

What are the reported beneficial ownership levels after the transaction?

Post-transaction, the form shows 391,178 derivative securities beneficially owned directly and 350,001 beneficially owned indirectly (by trust).

What is the exercisable/expiration date shown for the options?

The form lists an exercisable/expiration date of 01/07/2034 for the reported option instruments.