Rocket Pharmaceuticals CEO Withholds 2,234 Shares for RSU Taxes at $3.05

Rhea-AI Filing Summary

Gaurav Shah, who is identified as both CEO and a Director of Rocket Pharmaceuticals, Inc. (RCKT), reported a transaction on 08/18/2025 on SEC Form 4. The filing shows 2,234 shares of common stock were disposed of at a price of $3.05 per share. The explanation states the shares were withheld by the company to satisfy tax withholding obligations related to the vesting of restricted stock units (RSUs) that convert one-for-one into common stock. After the withholding, Mr. Shah is reported to beneficially own 784,572 shares directly and holds additional indirect interests of 207,897 shares via spouse and 198,341 shares via the Gaurav D. Shah Irrevocable Trust. The form is signed on behalf of Mr. Shah by an attorney-in-fact on 08/20/2025.

Positive

• Timely disclosure of the RSU-related withholding transaction on Form 4
• Substantial continuing ownership retained by the reporting person with 784,572 shares held directly

Negative

• Disposition of 2,234 shares reduced direct share count (withholding at $3.05 per share)
• Indirect holdings exist (207,897 by spouse; 198,341 by irrevocable trust) which may complicate control analysis

Insights

Securities Analyst

TL;DR: A small, routine withholding of shares to cover RSU taxes; beneficial ownership remains substantial.

The transaction code indicates a disposition tied to RSU vesting rather than an open-market sale, with 2,234 shares withheld at $3.05 per share to satisfy tax obligations. The reported direct beneficial ownership of 784,572 shares plus indirect holdings suggests continued significant insider exposure. For investors, this is a compliance-driven event with no new equity issuance or third-party sale documented in the filing.

Corporate Governance Expert

TL;DR: Documentation reflects proper Section 16 reporting for tax-withholding on vested RSUs; signature executed by attorney-in-fact.

The Form 4 includes required explanatory text that withheld shares were used for tax withholding tied to RSU vesting. The filing is executed by an attorney-in-fact and dated 08/20/2025, indicating timely reporting. No indications of additional derivative transactions or amendments are present in this filing.

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
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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^*

Shah Gaurav

(Last) (First) (Middle)

C/O ROCKET PHARMACEUTICALS, INC.

9 CEDARBROOK DRIVE

(Street)

CRANBURY NJ 08512

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ROCKET PHARMACEUTICALS, INC. [ RCKT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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
Common Stock(1)	08/18/2025		F(2)		2,234	D	$3.05	784,572	D
Common Stock								207,897	I	By Spouse
Common Stock								198,341	I	By Gaurav D. Shah Irrevocable Trust

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

Explanation of Responses:

1. Holdings include Restricted Stock Units ("RSUs") that convert to common stock on a one-for-one basis.

2. The shares of common stock were withheld by the Company in order to pay tax withholding obligations in connection with the vesting of RSUs.

	/s/ Martin Wilson, as attorney-in-fact for Gaurav Shah	08/20/2025
	** 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 did RCKT CEO Gaurav Shah report on Form 4?

He reported the withholding disposition of 2,234 shares related to RSU vesting at $3.05 per share on 08/18/2025.

Why were shares disposed of according to the filing?

The filing states the shares were withheld by the company to pay tax withholding obligations in connection with RSU vesting.

How many shares does Gaurav Shah beneficially own after the transaction?

The form reports 784,572 shares directly, plus 207,897 shares indirect via spouse and 198,341 shares indirect via an irrevocable trust.

When was the Form 4 signed and by whom?

The filing is signed on behalf of Gaurav Shah by Martin Wilson, as attorney-in-fact on 08/20/2025.

Does the filing show any derivative transactions?

No derivative securities transactions are reported in the provided Form 4 content.