Arcus Biosciences (RCUS) CAO logs RSU tax and 10b5-1 stock sales

Rhea-AI Filing Summary

Arcus Biosciences’ Chief Accounting Officer reported routine stock sales over three days in December 2025. On December 16, 17, and 18, 2025, the officer reported selling 2,376, 2,113, and 4,343 shares of common stock, respectively, at weighted average prices of $21.8843, $22.1595, and $22.2458 per share.

According to the footnotes, the first two sales were made by the issuer on the officer’s behalf to cover tax withholding obligations from vesting restricted stock units and occurred automatically under the company’s equity administration policy implemented on May 22, 2025. The sales on December 18, 2025 were effected under a Rule 10b5-1 trading plan adopted on June 6, 2025. After these transactions, the officer beneficially owned 18,531 shares, including unvested RSUs.

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^*

Azoy Alexander

(Last) (First) (Middle)

C/O ARCUS BIOSCIENCES, INC.

3928 POINT EDEN WAY

(Street)

HAYWARD CA 94545

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Arcus Biosciences, Inc. [ RCUS ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		S		2,376(1)	D	$21.8843(2)	24,987(3)	D
Common Stock	12/17/2025		S		2,113(1)	D	$22.1595(4)	22,874(3)	D
Common Stock	12/18/2025		S		4,343(5)	D	$22.2458(6)	18,531(3)	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

Explanation of Responses:

1. Represents shares sold by the issuer on the reporting person's behalf to cover tax withholding obligations in connection with the vesting of certain RSUs (previously reported in Table I) following the date of grant. The sale occurred automatically pursuant to the Issuer's equity administration policy, which was implemented on May 22, 2025, and does not represent a discretionary trade by the reporting person.

2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.42 to $22.39, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

3. Includes the unvested portion of the reporting person's RSU grants.

4. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.92 to $22.42, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

5. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 6, 2025.

6. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $21.90 to $22.59, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

Remarks:

	/s/ Carolyn Tang, Attorney-in-Fact	12/18/2025
	** 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 stock transactions did Arcus Biosciences (RCUS) disclose in this filing?

The Chief Accounting Officer of Arcus Biosciences, Inc. reported selling 2,376 shares on December 16, 2,113 shares on December 17, and 4,343 shares on December 18, 2025, all of Arcus common stock.

What were the sale prices for the Arcus Biosciences (RCUS) insider transactions?

The reported weighted average sale prices were $21.8843 per share on December 16, $22.1595 per share on December 17, and $22.2458 per share on December 18, 2025. Each price reflects multiple trades within stated intraday ranges.

Why were some Arcus Biosciences (RCUS) shares sold by the executive?

Footnotes state that the shares sold on December 16 and 17, 2025 were sold by the issuer on the reporting person’s behalf to cover tax withholding obligations related to vesting restricted stock units under the company’s equity administration policy, and were not discretionary trades by the executive.

Were any Arcus Biosciences (RCUS) insider sales made under a Rule 10b5-1 trading plan?

Yes. The sales reported for December 18, 2025 were effected under a Rule 10b5-1 trading plan adopted by the reporting person on June 6, 2025.

How many Arcus Biosciences (RCUS) shares does the executive own after these transactions?

Following the reported transactions, the Chief Accounting Officer beneficially owned 18,531 shares of Arcus Biosciences common stock, which includes the unvested portion of the executive’s RSU grants.

What is the executive’s role and relationship to Arcus Biosciences (RCUS)?

The reporting person is an officer of Arcus Biosciences, serving as Chief Accounting Officer, and the filing is made by one reporting person.