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[Form 4] Nuvalent, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Alexandra Balcom, Chief Financial Officer of Nuvalent, Inc. (NUVL), reported multiple transactions on 10/01/2025 under a Rule 10b5-1 trading plan adopted on 12/12/2024. The filing shows purchases (option exercises) totaling 20,000 shares acquired at exercise prices of $6.89 and $18.93, and open stock option holdings of 20,000 underlying shares exercisable through 2031 and 2032. Balcom sold 20,000 Class A shares in two weighted-average-price blocks: 19,030 shares at an average of $85.43 and 970 shares at an average of $86.37, leaving 61,734 Class A shares beneficially owned after the transactions. The filing was signed by an attorney-in-fact on 10/03/2025.

Positive

  • Rule 10b5-1 trading plan was used, indicating preplanned transactions adopted on 12/12/2024
  • Options exercised to acquire 20,000 shares at low exercise prices ($6.89 and $18.93), increasing vested equity
  • Significant retained stake remains: 61,734 Class A shares beneficially owned after sales

Negative

  • Sales of 20,000 Class A shares reduced holdings and were executed at high market prices (weighted averages $85.43 and $86.37)
  • Material dispositions (total sales equal to ~24% of pre-transaction reported beneficial ownership of 78,521 shares) — disclosed by reported amounts

Insights

Insider sold 20,000 shares under a Rule 10b5-1 plan on 10/01/2025.

The filing documents sales of 19,030 shares at a weighted average price of $85.43 and 970 shares at $86.37, executed under a preexisting Rule 10b5-1 plan adopted on 12/12/2024. The reporter also exercised options to acquire 20,000 shares at exercise prices of $6.89 and $18.93, increasing vested equity before the sales.

These are routine, preplanned transactions; the use of a 10b5-1 plan indicates the trades were scheduled in advance, which is relevant when assessing potential information asymmetry.

Post-transaction beneficial ownership stands at 61,734 Class A shares.

The filing shows the CFO retains substantial ownership—61,734 Class A shares—after exercising options and selling shares. Option vesting schedules disclosed confirm some options remain subject to standard time-based vesting through 2032. The signature by an attorney-in-fact on 10/03/2025 is noted.

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).
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)
10/01/2025
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 10/01/2025 M(1) 16,787 A $6.89 78,521 D
Class A Common Stock 10/01/2025 M(1) 3,213 A $18.93 81,734 D
Class A Common Stock 10/01/2025 S(1) 19,030 D $85.43(2) 62,704 D
Class A Common Stock 10/01/2025 S(1) 970 D $86.37(3) 61,734 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) $6.89 10/01/2025 M(1) 16,787 (4) 04/29/2031 Class A Common Stock 16,787 $0.00 42,851 D
Stock Option (Right to Buy) $18.93 10/01/2025 M(1) 3,213 (5) 01/04/2032 Class A Common Stock 3,213 $0.00 63,787 D
Explanation of Responses:
1. These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2024.
2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.00 to $85.99, 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) and (3) of this Form 4.
3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.07 to $86.52, inclusive.
4. The shares underlying this option vest as follows: 25% of the shares vested on April 29, 2022, and the remainder have vested or shall vest over the three years thereafter in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
5. The shares underlying this option vest as follows: 25% of the shares vested on January 4, 2023, and the remainder have vested or shall vest over the three years thereafter in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
/s/ Nathan N. McConarty, attorney-in-fact 10/03/2025
** 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.

FAQ

What insider trades did NUVL CFO Alexandra Balcom report on 10/01/2025?

The filing shows Balcom sold 19,030 Class A shares at a weighted average price of $85.43 and 970 shares at $86.37, and exercised options to acquire 16,787 and 3,213 shares at $6.89 and $18.93, respectively.

Were the trades part of a planned program?

Yes. The transactions were effected under a Rule 10b5-1 trading plan adopted on 12/12/2024.

How many Class A shares does Alexandra Balcom own after these transactions?

The filing reports Balcom beneficially owned 61,734 Class A shares following the reported transactions.

Do the exercised options have vesting or expiration details?

Yes. The options exercised vest on scheduled dates with one option's vesting beginning 04/29/2022 and the other beginning 01/04/2023; expiration dates are listed as 04/29/2031 and 01/04/2032.

Who signed the Form 4 filing?

The Form 4 was signed by Nathan N. McConarty, attorney-in-fact on 10/03/2025.
Nuvalent, Inc.

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8.51B
74.23M
2.84%
109.13%
7.61%
Biotechnology
Pharmaceutical Preparations
Link
United States
CAMBRIDGE