Nuvalent (NUVL) CFO Balcom discloses stock sales, RSU and option grants

Rhea-AI Filing Summary

Nuvalent, Inc. Chief Financial Officer Alexandra Balcom reported several transactions in the company’s Class A common stock. On January 5 and 6, 2026, she sold small blocks of shares at weighted average prices ranging from about $95 to $99 per share under a durable Rule 10b5-1 sell-to-cover instruction, used to satisfy tax withholding on previously granted equity awards. After these sales, she continued to hold tens of thousands of shares directly.

On January 7, 2026, Balcom received 17,500 restricted stock units, each representing one share of Nuvalent Class A common stock. These RSUs vest in three equal annual installments following January 7, 2026, subject to continued service. She was also granted a stock option for 17,500 shares at an exercise price of $106.82 per share, vesting in equal monthly installments over four years following January 7, 2026, also conditioned on continued service.

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

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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).

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^*

Balcom Alexandra

(Last) (First) (Middle)

C/O NUVALENT, INC.

ONE BROADWAY, 14TH FLOOR

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Nuvalent, Inc. [ NUVL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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
Class A Common Stock	01/05/2026		S(1)		871	D	$96.06(2)	88,279	D
Class A Common Stock	01/05/2026		S(1)		1,119	D	$96.85(3)	87,160	D
Class A Common Stock	01/05/2026		S(1)		1,929	D	$97.96(4)	85,231	D
Class A Common Stock	01/05/2026		S(1)		317	D	$98.52(5)	84,914	D
Class A Common Stock	01/06/2026		S(1)		1,321	D	$96.75(6)	83,593	D
Class A Common Stock	01/06/2026		S(1)		1,635	D	$97.33(7)	81,958	D
Class A Common Stock	01/06/2026		S(1)		225	D	$98.4(8)	81,733	D
Class A Common Stock	01/07/2026		A		17,500(9)	A	$0.00	99,233	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)	$106.82	01/07/2026		A		17,500		(10)	01/07/2036	Class A Common Stock	17,500	$0.00	17,500	D

Explanation of Responses:

1. The sale was effected pursuant to a durable Rule 10b5-1 sell-to-cover instruction letter entered into on December 6, 2023 to satisfy the reporting person's tax withholding obligations upon the vesting of previously granted equity awards.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $95.34 to $96.33, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, Nuvalent, Inc. or any security holder of Nuvalent, Inc., upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) through (8) of this Form 4.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.34 to $97.33, inclusive.

4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.34 to $98.33, inclusive.

5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.34 to $99.10, inclusive.

6. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $96.03 to $97.02, inclusive.

7. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $97.03 to $98.02, inclusive.

8. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.04 to $98.74, inclusive.

9. Consists of shares of Nuvalent, Inc. Class A Common Stock issuable under restricted stock units ("RSUs"). Each RSU represents the right to receive one share of Nuvalent, Inc. Class A Common Stock. The RSUs vest in three equal annual installments following January 7, 2026, subject to continued service to Nuvalent, Inc. through the applicable vesting date.

10. The shares underlying this option vest over the four years following January 7, 2026 in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.

	/s/ Nathan McConarty, attorney-in-fact	01/07/2026
	** 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).
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FAQ

What insider activity did Nuvalent (NUVL) report for CFO Alexandra Balcom?

Nuvalent reported that CFO Alexandra Balcom sold several small blocks of Class A common stock on January 5 and 6, 2026, and on January 7, 2026, received 17,500 restricted stock units and a stock option for 17,500 shares of Class A common stock.

Were the Nuvalent CFO’s stock sales under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected under a durable Rule 10b5-1 sell-to-cover instruction letter entered into on December 6, 2023, to satisfy tax withholding obligations related to vesting of earlier equity awards.

At what prices did the Nuvalent CFO sell Class A common stock?

The Form 4 reports weighted average sale prices on January 5 and 6, 2026, with share sales executed in multiple transactions at prices ranging from $95.34 to $99.10 per share, as detailed in the footnotes.

How many Nuvalent RSUs were granted to the CFO on January 7, 2026?

The filing shows a grant of 17,500 restricted stock units (RSUs). Each RSU represents the right to receive one share of Nuvalent Class A common stock, vesting in three equal annual installments following January 7, 2026, subject to continued service.

What are the terms of the Nuvalent stock option granted to the CFO?

The CFO received a stock option for 17,500 shares of Class A common stock with an exercise price of $106.82 per share. The shares underlying this option vest in equal monthly installments over four years following January 7, 2026, contingent on continued service.

How many Nuvalent shares did the CFO hold after these transactions?

After the reported transactions, the Form 4 shows the CFO beneficially owned 99,233 shares of Nuvalent Class A common stock directly, and 17,500 derivative securities related to the stock option grant.