Arcus Biosciences (RCUS) CFO reports RSU tax-related share sales

Rhea-AI Filing Summary

Arcus Biosciences, Inc. reported insider share sales by its Chief Financial Officer related to restricted stock unit (RSU) vesting. On 12/16/2025, the CFO sold 6,702 shares of common stock at a weighted average price of $21.8843 per share, and on 12/17/2025, sold an additional 5,960 shares at a weighted average price of $22.1595 per share.

The company states these shares were sold by the issuer on the CFO’s behalf to cover tax withholding obligations arising from the vesting of previously granted RSUs, under an equity administration policy implemented on May 22, 2025, and that the sales were not discretionary trades. Following these transactions, the CFO beneficially owned 80,436 shares after the first sale and 74,476 shares after the second sale, which include the unvested portion of her RSU grants.

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).

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^*

Goeltz II Robert C.

(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 Financial 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		6,702(1)	D	$21.8843(2)	80,436(3)	D
Common Stock	12/17/2025		S		5,960(1)	D	$22.1595(4)	74,476(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.

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).
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FAQ

What insider transaction did Arcus Biosciences (RCUS) disclose?

Arcus Biosciences disclosed that its Chief Financial Officer sold 6,702 shares of common stock on 12/16/2025 and 5,960 shares on 12/17/2025, as reported on a Form 4.

Why did the Arcus Biosciences (RCUS) CFO sell shares?

The filing states the shares were sold by the issuer on the CFO’s behalf to cover tax withholding obligations in connection with the vesting of certain RSUs, pursuant to the company’s equity administration policy.

What prices were received for the Arcus Biosciences (RCUS) CFO share sales?

The 6,702 shares sold on 12/16/2025 had a weighted average price of $21.8843, and the 5,960 shares sold on 12/17/2025 had a weighted average price of $22.1595, each based on multiple transactions within stated price ranges.

Were the Arcus Biosciences (RCUS) CFO’s share sales discretionary trades?

No. The filing explains that the sales occurred automatically under the issuer’s equity administration policy to satisfy tax withholding and do not represent discretionary trades by the CFO.

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

After the 12/16/2025 sale, the CFO beneficially owned 80,436 shares of common stock, and after the 12/17/2025 sale, she beneficially owned 74,476 shares, which include the unvested portion of her RSU grants.

Do the reported holdings include unvested RSUs at Arcus Biosciences (RCUS)?

Yes. A footnote states that the reported beneficial ownership amounts include the unvested portion of the reporting person’s RSU grants.

What price ranges were involved in the Arcus Biosciences (RCUS) CFO’s Form 4 sales?

For the 12/16/2025 sale, shares were sold at prices ranging from $21.42 to $22.39. For the 12/17/2025 sale, shares were sold at prices ranging from $21.92 to $22.42, according to the footnotes.