PROCEPT BioRobotics (PRCT) EVP sells shares to cover taxes, gains new equity awards

Rhea-AI Filing Summary

PROCEPT BioRobotics EVP, CLO and Corporate Secretary Nouri Alaleh reported mixed equity transactions. On March 6, 2026, Alaleh sold 6,892 shares of Common Stock at an average price of $23.7019, with the shares sold to cover tax withholding obligations tied to vesting of restricted and performance stock units. Following this sale, direct ownership of Common Stock was 114,264 shares.

On March 5, 2026, Alaleh received 43,811 shares of Common Stock as a grant, structured as restricted stock units that vest over four years, beginning with one-quarter on March 5, 2027, and the remainder in quarterly installments. Alaleh was also granted a stock option for 29,615 shares, vesting in equal monthly installments over four years starting March 5, 2026, contingent 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

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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).

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^*

Nouri Alaleh

(Last) (First) (Middle)

C/O PROCEPT BIOROBOTICS CORPORATION

150 BAYTECH DRIVE

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PROCEPT BioRobotics Corp [ PRCT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CLO, CORP. SEC.

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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
Common Stock	03/05/2026		A		43,811(1)	A	$0	121,156	D
Common Stock	03/06/2026		S		6,892(2)	D	$23.7019	114,264	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)	$25.35	03/05/2026		A		29,615		(3)	03/04/2036	Common Stock	29,615	$0	29,615	D

Explanation of Responses:

1. These securities are restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock. One-quarter of the RSUs shall vest on March 5, 2027, with onesixteenth of the remaining RSUs vesting quarterly over 36 months, subject to the Reporting Person continuing as a service provider through such date.

2. These shares were sold by the reporting person to cover tax withholding obligations in connection with the vesting of the Restricted Stock Units and Performance Stock Units.

3. 1/48th of the shares subject to the Stock Option shall vest monthly from the vesting commencement date of March 5, 2026, over a four year period, subject continued employment or service by the Reporting Person to the Issuer through the applicable vesting date.

Remarks:

	/s/ Jonathan Stone, Attorney-in-Fact for Alaleh Nouri	03/09/2026
	** 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).
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 transactions did PROCEPT BioRobotics (PRCT) report for Nouri Alaleh?

PROCEPT BioRobotics reported that EVP and CLO Nouri Alaleh sold 6,892 shares of Common Stock and received grants of 43,811 restricted stock units plus a 29,615-share stock option, all held directly. These moves combine tax-related selling with new long-term equity awards.

Why did PROCEPT BioRobotics (PRCT) executive Nouri Alaleh sell 6,892 shares?

The 6,892-share sale by executive Nouri Alaleh was to cover tax withholding obligations from vesting Restricted Stock Units and Performance Stock Units. This type of sale is commonly used to satisfy tax liabilities without requiring the executive to use separate cash.

What equity awards did PROCEPT BioRobotics (PRCT) grant to Nouri Alaleh?

PROCEPT BioRobotics granted Nouri Alaleh 43,811 restricted stock units and a stock option for 29,615 shares. The RSUs and options vest over four years, aligning compensation with continued service and the company’s long-term performance through ongoing vesting requirements.

How do Nouri Alaleh’s restricted stock units at PROCEPT (PRCT) vest?

One-quarter of Nouri Alaleh’s 43,811 restricted stock units vests on March 5, 2027. The remaining RSUs vest in equal one-sixteenth installments quarterly over the following 36 months, conditioned on Alaleh continuing as a service provider throughout each scheduled vesting date.

What is the vesting schedule for Nouri Alaleh’s stock option at PROCEPT (PRCT)?

The 29,615-share stock option granted to Nouri Alaleh vests at one-forty-eighth each month from March 5, 2026, over four years. Vesting requires Alaleh’s continued employment or service with PROCEPT BioRobotics, so the award is spread evenly across 48 monthly vesting dates.

How many PROCEPT BioRobotics (PRCT) shares does Nouri Alaleh hold after these transactions?

After the reported transactions, Nouri Alaleh directly held 114,264 shares of PROCEPT BioRobotics Common Stock. In addition, Alaleh held 29,615 stock options subject to a four-year monthly vesting schedule and 43,811 restricted stock units with a multi-year vesting structure.