[144] Nuvalent, Inc. SEC Filing

Rhea-AI Filing Summary

Rocky Mountain Chocolate Factory (RMCF) – Form 4 insider activity

Interim CEO, director and 10% owner Jeffrey R. Geygan, through Global Value Investment Corp. (GVIC), reported two transactions:

• 22 Jul 2025 – Code P purchase: 11,072 common shares at a weighted-average price of $1.9289.
• 24 Jul 2025 – Code J adjustment: 30,083 shares removed from the report because certain client accounts are no longer managed by GVIC; no market sale was disclosed.

After the entries, Geygan’s indirect ownership equals 1,683,343 shares, a net decline of roughly 1.1 % from the immediately prior level. No derivative positions were reported.

The modest open-market buy (≈$21 k) signals incremental confidence at a sub-$2 price, while the larger reduction reflects administrative changes rather than selling pressure. Overall impact appears limited given the executive’s remaining multi-million-dollar stake.

Positive

• 11,072-share open-market purchase at $1.93 suggests continued executive confidence at current valuation.
• Management retains 1.68 M shares (>10 % stake), keeping interests aligned with shareholders.

Negative

• Net holdings fell by 1.1 % (30,083 shares) due to client account terminations, slightly reducing insider exposure.

Insights

Securities Analyst

TL;DR: Small insider purchase, administrative share reduction; net effect immaterial.

The Form 4 shows a $21 k purchase at $1.93 followed by a 30 k-share deduction tied to departing managed accounts, leaving 1.68 M shares held indirectly. The buy is positive but minimal (<0.7 % of total holdings), and the Code J removal does not represent an economic sale. With ownership still above 10 %, the filing offers little directional insight for investors.

Corporate Governance Expert

TL;DR: Filing reflects stewardship consistency; no governance red flags detected.

Geygan remains interim CEO, director, and controlling person of GVIC. Maintaining a >10 % stake aligns management with shareholders. The Code J adjustment discloses loss of advisory authority, not disposal. Transparency of weighted-average pricing and disclaimer of beneficial ownership meet Section 16 standards. Market impact should be 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	1286344	105583116	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			2400630	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 RMCF shares did Jeffrey Geygan buy on July 22 2025?

He acquired 11,072 common shares at a weighted-average price of $1.9289.

What is the current shareholding of Jeffrey Geygan in RMCF after the Form 4 filing?

Following the reported transactions, he indirectly owns 1,683,343 RMCF shares through GVIC.

What does transaction code "J" signify in the RMCF Form 4?

Code J indicates other changes; in this case, shares tied to client accounts that left GVIC are no longer deemed beneficially owned.

Did the Form 4 disclose any derivative securities for RMCF?

No, no derivative positions were reported in Table II.

Is Jeffrey Geygan still a 10% owner of Rocky Mountain Chocolate Factory?

Yes, despite the adjustment he remains a 10% beneficial owner with over 1.6 million shares.