Nuvation Bio (NUVB) CRO exercises 200k options, sells 200k shares under 10b5-1 plan

Rhea-AI Filing Summary

Nuvation Bio Inc. chief regulatory officer Kerry Wentworth exercised stock options for a total of 200,000 shares of Class A Common Stock on April 6, 2026, at exercise prices of $1.87 and $1.94 per share. The same day, Wentworth sold 200,000 shares in open-market transactions at a weighted-average price of $4.5178 per share, with individual sale prices ranging from $4.44 to $4.64, pursuant to a pre-arranged Rule 10b5-1 trading plan. After these transactions, Wentworth directly holds 53,000 shares of Class A Common Stock.

Insights

Insider transactions analyst

CRO exercised 200,000 options and sold all acquired shares under a 10b5-1 plan.

The chief regulatory officer of Nuvation Bio Inc. exercised stock options to acquire 200,000 Class A Common shares at exercise prices of $1.87 and $1.94 on April 6, 2026. These derivative exercises convert options into common stock but do not themselves involve open-market buying.

On the same date, the insider sold 200,000 shares at a weighted-average price of $4.5178, with trades between $4.44 and $4.64, pursuant to a Rule 10b5-1 trading plan dated December 4, 2025. This pattern represents an exercise-and-sell sequence, leaving 53,000 shares directly held.

The 10b5-1 plan suggests the sales were pre-scheduled, which typically makes the timing less informative about the insider’s short-term view. From this filing alone, the transactions appear as planned liquidity rather than a new directional bet, so the overall signal is largely routine.

Insider Trade Summary 10b5-1

Exercise and Sale: 200,000 shares ($523K approx. pre-tax spread)

Exercise and Sale 5 txns

Insider Wentworth Kerry

Role CHIEF REGULATORY OFFICER

Sold 200,000 shs ($904K)

Approx. gross sale proceeds $904K

Approx. exercise cost $381K

Approx. pre-tax spread $523K

Type	Security	Shares	Price	Value
Exercise	Stock Option (Right to Buy)	100,000	$0.00	$0.00
Exercise	Stock Option (Right to Buy)	100,000	$0.00	$0.00
Exercise	Class A Common Stock	100,000	$1.87	$187K
Exercise	Class A Common Stock	100,000	$1.94	$194K
Sale	Class A Common Stock	200,000	$4.5178	$904K

Holdings After Transaction: Stock Option (Right to Buy) — 700,000 shares (Direct); Class A Common Stock — 53,000 shares (Direct)

Footnotes (4)

1. F1. Shares sold pursuant to a 10b5-1 plan dated December 4, 2025.
2. F2. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $4.44 to $4.64. The Reporting Person will provide, upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.
3. F3. Option vests as to 25% on the one year anniversary of 2/29/2024, and monthly thereafter over the following 36 months, subject to Reporting Person's continuous service on each such vesting date.
4. F4. Option vests as to 25% on the one year anniversary of 2/28/2023, and monthly thereafter over the following 36 months, subject to Reporting Person's continuous service on each such vesting date.

Key Figures

Options exercised at $1.87: 100,000 shares Options exercised at $1.94: 100,000 shares Shares sold: 200,000 shares at $4.5178 +5 more

8 metrics

Options exercised at $1.87 100,000 shares Stock options exercised on April 6, 2026 at $1.87 strike

Options exercised at $1.94 100,000 shares Stock options exercised on April 6, 2026 at $1.94 strike

Shares sold 200,000 shares at $4.5178 Open-market sale on April 6, 2026, weighted-average price

Sale price range $4.44–$4.64 per share Price range for 200,000 shares sold on April 6, 2026

Shares held after 53,000 shares Direct Class A Common Stock holdings following transactions

10b5-1 plan date December 4, 2025 Plan governing the April 6, 2026 share sales

Option expiration 1 February 27, 2034 Expiration date for options with $1.87 strike before exercise

Option expiration 2 February 27, 2033 Expiration date for options with $1.94 strike before exercise

Key Terms

Rule 10b5-1, weighted-average sales price, Stock Option (Right to Buy), Class A Common Stock, +1 more

5 terms

Rule 10b5-1 regulatory

"Shares sold pursuant to a 10b5-1 plan dated December 4, 2025."

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

weighted-average sales price financial

"Price reported is a weighted-average sales price. The shares were sold at prices ranging"

Stock Option (Right to Buy) financial

"security_title: "Stock Option (Right to Buy)" in derivative transactions"

Class A Common Stock financial

"underlying_security_title: "Class A Common Stock" and non-derivative transactions"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

Exercise or conversion of derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

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

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 04/08/2026 - 04:23 PM Learn about SEC filing dates

FAQ

What insider transactions did Nuvation Bio (NUVB) report for Kerry Wentworth?

The chief regulatory officer exercised stock options for 200,000 Class A Common shares, then sold 200,000 shares the same day. These trades converted derivative positions into stock and then cash, while leaving 53,000 shares directly held after the transactions.

At what prices did the NUVB insider exercise options and sell shares?

Options were exercised at strike prices of $1.87 and $1.94 per share for 100,000 shares each. The 200,000 shares sold were executed at a weighted-average price of $4.5178, with individual sale prices ranging from $4.44 to $4.64 per share.

How many Nuvation Bio (NUVB) shares does the insider hold after these Form 4 transactions?

Following the exercise-and-sale transactions, the chief regulatory officer directly holds 53,000 shares of Nuvation Bio Class A Common Stock. This figure reflects the remaining equity position visible in this filing after exercising 200,000 options and selling 200,000 shares.

Were the Nuvation Bio (NUVB) insider share sales made under a Rule 10b5-1 plan?

Yes. The filing states that the shares were sold pursuant to a Rule 10b5-1 trading plan dated December 4, 2025. Such plans pre-schedule trades, which generally makes the timing of sales less indicative of short-term views on the stock.

What do the vesting footnotes on the NUVB stock options indicate?

The footnotes explain that each option grant vests 25% on the one-year anniversary of its grant date, then monthly over the next 36 months, subject to continued service. This describes a standard four-year vesting schedule with a one-year cliff followed by monthly vesting.

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).

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^*

Wentworth Kerry

(Last) (First) (Middle)

C/O NUVATION BIO INC.

1500 BROADWAY, SUITE 1401

(Street)

NEW YORK NEW YORK 10036

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF REGULATORY OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/06/2026		M		100,000	A	$1.87	153,000	D
Class A Common Stock	04/06/2026		M		100,000	A	$1.94	253,000	D
Class A Common Stock	04/06/2026		S(1)		200,000	D	$4.5178(2)	53,000	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
Stock Option (Right to Buy)	$1.87	04/06/2026		M			100,000	(3)	02/27/2034	Class A Common Stock	100,000	$0	400,000	D
Stock Option (Right to Buy)	$1.94	04/06/2026		M			100,000	(4)	02/27/2033	Class A Common Stock	100,000	$0	300,000	D

Explanation of Responses:

1. Shares sold pursuant to a 10b5-1 plan dated December 4, 2025.

2. Price reported is a weighted-average sales price. The shares were sold at prices ranging from $4.44 to $4.64. The Reporting Person will provide, upon request, to the SEC, the Issuer or security holder of the Issuer, full information regarding the number of shares sold at each separate price.

3. Option vests as to 25% on the one year anniversary of 2/29/2024, and monthly thereafter over the following 36 months, subject to Reporting Person's continuous service on each such vesting date.

4. Option vests as to 25% on the one year anniversary of 2/28/2023, and monthly thereafter over the following 36 months, subject to Reporting Person's continuous service on each such vesting date.

	/s/ Stephen Dang, Attorney-in-Fact	04/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)