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  4. [Form 4] Relay Therapeutics, Inc. Insider Trading Activity

Relay Therapeutics (NASDAQ: RLAY) exec exercises 93,456 options and sells shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Relay Therapeutics, Inc. reported that President, R&D Donald A. Bergstrom exercised options for 93,456 shares of common stock at $4.12 per share and sold 93,456 shares at a weighted average price of $16.94 per share in multiple trades ranging from $16.15 to $17.39, pursuant to a Rule 10b5-1 trading plan adopted on October 30, 2025.

After these transactions, he directly holds 418,557 shares of common stock, including 15,037 shares underlying restricted stock units. The exercised option, which was fully vested and had an expiration date of April 9, 2028, now has no remaining balance.

Positive

  • None.

Negative

  • None.
Insider Bergstrom Donald A
Role President, R&D
Sold 93,456 shs ($1.58M)
Approx. gross sale proceeds $1.58M
Approx. exercise cost $385K
Approx. pre-tax spread $1.20M
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 93,456 $0.00 $0.00
Exercise Common Stock 93,456 $4.12 $385K
Sale Common Stock 93,456 $16.94 $1.58M
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 418,557 shares (Direct)
Footnotes (4)
  1. F1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025.
  2. F2. Includes 15,037 shares underlying restricted stock units.
  3. F3. This transaction was executed in multiple trades at prices ranging from $16.15 to $17.39. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
  4. F4. Twenty-five percent (25%) of the shares underlying this option vested on April 2, 2019 and the remainder vested in equal quarterly installments over the remaining thirty-six (36) months.
Options exercised 93,456 shares Stock options exercised for common stock on June 22, 2026
Option exercise price $4.12 per share Exercise price for 93,456 stock options
Shares sold 93,456 shares Common shares sold on June 22, 2026 after option exercise
Weighted average sale price $16.94 per share Weighted average price for shares sold in trades from $16.15 to $17.39
Post-transaction holdings 418,557 shares Direct common stock holdings after reported transactions
Restricted stock units 15,037 shares Shares underlying restricted stock units included in holdings
Option expiration date April 9, 2028 Expiration date of the exercised stock option
Rule 10b5-1 adoption date October 30, 2025 Adoption date of the trading plan governing the reported transaction
Rule 10b5-1 trading plan regulatory
"The reported transaction was effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units financial
"Includes 15,037 shares underlying restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
weighted average sale price financial
"The price reported above reflects the weighted average sale price."
Stock Option (Right to Buy) financial
"security_title: Stock Option (Right to Buy)"

FAQ

What insider transactions did Relay Therapeutics (RLAY) report for Donald Bergstrom?
Relay Therapeutics reported that President, R&D Donald Bergstrom exercised 93,456 stock options at $4.12 per share and sold 93,456 common shares on June 22, 2026, as part of a planned Rule 10b5-1 trading program.

How many Relay Therapeutics (RLAY) shares did Donald Bergstrom sell and at what price?
Donald Bergstrom sold 93,456 shares of Relay Therapeutics common stock at a weighted average price of $16.94 per share, with individual trade prices ranging from $16.15 to $17.39, according to the Form 4 footnote.

Were Donald Bergstroms RLAY share transactions under a Rule 10b5-1 plan?
Yes. The filing states the reported transaction was effected under a Rule 10b5-1 trading plan adopted by Donald Bergstrom on October 30, 2025, indicating the sales were pre-arranged rather than discretionary at the time of execution.

How many Relay Therapeutics (RLAY) shares does Donald Bergstrom own after these transactions?
After the reported exercise and sale, Donald Bergstrom directly owns 418,557 shares of Relay Therapeutics common stock, which includes 15,037 shares underlying restricted stock units, as reflected in the post-transaction holdings data.

What stock options in Relay Therapeutics (RLAY) did Donald Bergstrom exercise?
He exercised a stock option for 93,456 shares of Relay Therapeutics common stock at an exercise price of $4.12 per share. The option was fully vested, with an expiration date of April 9, 2028, and now shows no remaining balance.

What vesting terms applied to the exercised Relay Therapeutics (RLAY) option?
The exercised option vested 25% on April 2, 2019, with the remaining shares vesting in equal quarterly installments over the next 36 months, meaning the entire 93,456-share grant was fully vested before Bergstroms June 22, 2026 exercise.

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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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).
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*
Bergstrom Donald A
(Last)(First)(Middle)
C/O RELAY THERAPEUTICS, INC.
60 HAMPSHIRE STREET
(Street)
CAMBRIDGE MASSACHUSETTS 02139
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Relay Therapeutics, Inc. [ RLAY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President, R&D
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/22/2026M(1)93,456A$4.12512,013(2)D
Common Stock06/22/2026S(1)93,456D$16.94(3)418,557(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$4.1206/22/2026M(1)93,456 (4)04/09/2028Common Stock93,456$0.000D
Explanation of Responses:
1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025.
2. Includes 15,037 shares underlying restricted stock units.
3. This transaction was executed in multiple trades at prices ranging from $16.15 to $17.39. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
4. Twenty-five percent (25%) of the shares underlying this option vested on April 2, 2019 and the remainder vested in equal quarterly installments over the remaining thirty-six (36) months.
/s/ Soo-Yeun Lim, as Attorney-in-Fact06/24/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR