[144] Nuvalent, Inc. SEC Filing

Rhea-AI Filing Summary

Nuvalent, Inc. (NUVL) – Form 144 filing discloses a planned resale of 4,253 Class A common shares, valued at roughly $349,086, through Goldman Sachs & Co. LLC on or after 24 Jul 2025.

The shares were originally acquired in two public offerings (3,535 on 02 Aug 2021 and 718 on 03 Nov 2022) and equal just ~0.006% of the 66.4 million shares outstanding, implying negligible impact on float or dilution because Rule 144 covers already-issued stock. No sales have occurred in the past three months, and the seller certifies possession of no material non-public information.

The notice contains no operational or earnings data and does not involve new capital for the company; however, investors may view insider disposition—albeit small—as a sentiment indicator to be weighed against broader fundamentals.

Positive

• Only 4,253 shares (≈0.006% of outstanding) are being sold, suggesting minimal market impact and no dilution since the shares are already issued.

Negative

• The filing signals an insider’s intent to sell, which some investors may interpret as a negative sentiment indicator despite the small size.

Insights

Financial Analyst

TL;DR: Insider plans to sell 4,253 shares (<0.01% float); minimal dilution, largely neutral.

The proposed transaction is immaterial to Nuvalent’s capital structure, representing about 0.006% of outstanding stock and less than one-day average trading volume. Because the sale uses Rule 144, the shares are already issued; therefore, no cash enters the company and no dilution occurs. While insider selling can sometimes be a bearish signal, the size and the fact that shares were acquired via public offerings reduce its informational value. Overall impact on valuation, liquidity, and ownership concentration is negligible, so I rate the filing 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	4253	349086	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	08/02/2021	Purchase of Common Stock in an underwritten public offering	Underwriter			3535	08/02/2021	Cash
Class A Common Stock	11/03/2022	Purchase of Common Stock in an underwritten public offering	Underwriter			718	11/03/2022	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 sold?

The Form 144 shows a planned sale of 4,253 Class A common shares.

What is the estimated market value of the proposed sale?

The aggregate market value is reported at $349,086.

Will this sale dilute existing shareholders?

No. Rule 144 covers resale of already-issued shares, so no new shares are created.

When is the approximate sale date for these shares?

The filer targets 24 July 2025 for the transaction via Goldman Sachs & Co. LLC.

What portion of Nuvalent’s total shares does this represent?

The 4,253 shares equal roughly 0.006% of the 66.4 million shares outstanding.