[144] Nuvalent, Inc. SEC Filing

Rhea-AI Filing Summary

Nuvalent, Inc. (NUVL) Form 144 reports a planned insider sale of 156,670 Class A common shares, equal to roughly 0.24 % of the 66.37 million shares outstanding. The proposed transaction, to be executed through Goldman Sachs & Co. LLC, carries an aggregate market value of $12.86 million, implying a reference price near $82 per share. The approximate sale date listed is 24 July 2025 on Nasdaq.

The shares were originally acquired on 30 April 2021 via a purchase of preferred stock that automatically converted to common immediately prior to Nuvalent’s IPO. The filer reports no other share sales in the past three months and certifies that no undisclosed material adverse information is known.

While the notice signals insider intent to monetize a portion of holdings, the size is modest versus float and does not by itself alter Nuvalent’s operating outlook. Investors may monitor subsequent Form 4 filings for execution details and gauge any short-term supply effects.

Positive

• None.

Negative

• Insider plans to sell 156,670 shares (~0.24 % of outstanding) valued at ~$12.9 m, potentially adding short-term supply pressure.

Insights

Equity Analyst

TL;DR: Small insider sale (~0.24 % float) worth $12.9 m; neutral to fundamentals.

The proposed disposition of 156,670 shares is immaterial to Nuvalent’s capital structure and unlikely to shift long-term valuation. Insider liquidity events can create transient price overhangs, but the absence of other recent sales and the routine nature of a Form 144 filing temper concern. I view the disclosure as neutral for equity holders; focus remains on clinical milestones and cash runway, which are unaffected.

Corporate Governance Expert

TL;DR: Standard Rule 144 compliance; no governance red flags detected.

The filer certifies awareness of Reg 10b5-1 requirements and affirms no undisclosed adverse data, satisfying governance expectations. Lack of past-quarter sales suggests this is part of normal diversification rather than a mass exit. Monitoring subsequent Form 4s will confirm adherence to volume limitations. Overall impact on governance perception is neutral.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	156670	12859474	66373511	07/24/2025	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	04/30/2021	Purchase of preferred stock from the Issuer, which was automatically converted into shares of Class A Common Stock immediately prior to the closing of the Issuer's initial public offering	Issuer			292384	04/30/2021	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Nuvalent (NUVL) shares are being registered for sale under this Form 144?

The notice covers 156,670 Class A common shares.

What is the approximate market value of the shares to be sold?

The aggregate market value stated is $12.86 million.

When is the anticipated sale date for the Nuvalent shares?

The filing lists an approximate sale date of 24 July 2025.

What percentage of Nuvalent’s outstanding shares does the sale represent?

The 156,670 shares equal about 0.24 % of the 66.37 million shares outstanding.

Which broker will execute the proposed sale?

The shares are to be sold through Goldman Sachs & Co. LLC.