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Relay Therapeutics (RLAY) R&D chief exercises options and sells 93K shares

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

Rhea-AI Filing Summary

Relay Therapeutics, Inc. President of R&D Donald A. Bergstrom reported an exercise-and-sale transaction in company stock. On June 22, 2026, he exercised stock options covering 93,456 shares of common stock at $4.12 per share and sold the same number of shares in the open market at a weighted average price of $16.94.

The sale was carried out under a Rule 10b5-1 trading plan adopted on October 30, 2025, indicating it was pre-arranged. Following these transactions, Bergstrom directly holds 512,013 shares of common stock, including 15,037 shares underlying restricted stock units. The exercised option, which had fully vested under a multi-year schedule, now shows 0 derivative shares remaining.

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Insider Bergstrom Donald A
Role President, R&D
Sold 93,456 shs ($1.58M)
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) 93,456 $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, null); Common Stock — 512,013 shares (Direct, null)
Footnotes (1)
  1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025. Includes 15,037 shares underlying restricted stock units. 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. 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.
Shares sold 93,456 shares Common stock sold in open market on June 22, 2026
Weighted average sale price $16.94 per share Open-market sale range $16.15–$17.39
Option exercise price $4.12 per share Stock Option (Right to Buy) underlying 93,456 shares
Shares held after transaction 512,013 shares Direct common stock holdings following transactions
Restricted stock units included 15,037 shares Shares underlying restricted stock units within post-transaction holdings
Rule 10b5-1 plan adoption date October 30, 2025 Date Bergstrom adopted pre-arranged trading plan
Option expiration April 9, 2028 Expiration date of exercised stock option grant
Rule 10b5-1 trading plan regulatory
"The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025."
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.
Stock Option (Right to Buy) financial
"Stock Option (Right to Buy) with 93,456 underlying Common Stock shares and a $4.12 exercise price."
weighted average sale price financial
"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."
derivative security financial
"Transaction code M is described as Exercise or conversion of derivative security."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
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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

FAQ

What insider transaction did Relay Therapeutics (RLAY) report for Donald Bergstrom?

Donald A. Bergstrom reported exercising options for 93,456 Relay Therapeutics shares at $4.12 each and selling the same 93,456 shares at a weighted average price of $16.94 per share in an open-market transaction on June 22, 2026.

Was the Relay Therapeutics (RLAY) insider sale by Donald Bergstrom pre-planned?

Yes. The filing states the sale was effected under a Rule 10b5-1 trading plan adopted by Donald A. Bergstrom on October 30, 2025, indicating the trade timing was pre-arranged rather than decided spontaneously in response to short-term market movements.

How many Relay Therapeutics (RLAY) shares does Donald Bergstrom hold after this Form 4?

After the reported transactions, Donald A. Bergstrom directly holds 512,013 shares of Relay Therapeutics common stock. This figure includes 15,037 shares underlying restricted stock units, reflecting both his vested equity and remaining stock-based compensation exposure.

What prices were involved in Donald Bergstrom’s Relay Therapeutics (RLAY) transactions?

Donald A. Bergstrom exercised stock options at $4.12 per share and sold 93,456 Relay Therapeutics shares at a weighted average sale price of $16.94 per share, with individual trade prices ranging from $16.15 to $17.39 according to the detailed footnote disclosure.

What happened to Donald Bergstrom’s Relay Therapeutics (RLAY) stock options in this filing?

Bergstrom exercised stock options labeled "Stock Option (Right to Buy)" for 93,456 underlying Relay Therapeutics shares at a $4.12 exercise price. After this exercise, the option position reported in the filing shows zero derivative shares remaining, indicating that grant was fully exercised.

How were Donald Bergstrom’s Relay Therapeutics (RLAY) option awards structured before this exercise?

The filing notes that 25% of the shares underlying the option vested on April 2, 2019, with the remaining 75% vesting in equal quarterly installments over 36 months. This schedule means the option was fully vested before the June 22, 2026 exercise and sale.