Relay Therapeutics CFO sells 17,717 shares

Relay Therapeutics’ CFO sold 17,717 shares under a pre-arranged Rule 10b5-1 trading plan and continues to hold 122,851 shares, including restricted stock units.

Rhea-AI Filing Summary

Relay Therapeutics, Inc. (RLAY) reports that Chief Financial Officer Thomas Catinazzo sold 17,717 shares of common stock on September 8, 2026 at a weighted average price of $18.94 per share in a sale in the open market or a private transaction. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted on October 30, 2025 and was executed in multiple trades at prices ranging from $18.34 to $19.25. Following this transaction, Catinazzo beneficially owns 122,851 shares, including 6,538 shares underlying restricted stock units, held directly.

Insider Trade Summary 10b5-1

Net Seller: 17,717 shares

Net Sell 1 txn

Insider Catinazzo Thomas

Role Chief Financial Officer

Sold 17,717 shs ($336K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2, F3	17,717	$18.94	$336K

Holdings After Transaction: Common Stock — 122,851 shares (Direct)

Footnotes (3)

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. This transaction was executed in multiple trades at prices ranging from $18.34 to $19.25. 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.
3. F3. Includes 6,538 shares underlying restricted stock units.

Key Figures

Shares sold: 17,717 shares Weighted average sale price: $18.94 per share Sale price range: $18.34–$19.25 per share +2 more

5 metrics

Shares sold 17,717 shares Common stock sale reported for September 8, 2026

Weighted average sale price $18.94 per share Average price for 17,717 shares sold on September 8, 2026

Sale price range $18.34–$19.25 per share Multiple trades executed within this range for the reported sale

Holdings after transaction 122,851 shares CFO’s beneficial ownership following the September 8, 2026 sale

Restricted stock units included 6,538 shares Portion of post-transaction holdings underlying restricted stock units

Key Terms

Rule 10b5-1 trading plan, restricted stock units, weighted average sale price

3 terms

Rule 10b5-1 trading plan regulatory

"The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted"

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 6,538 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"

FAQ

What insider transaction did Relay Therapeutics (RLAY) disclose for its CFO?

Relay Therapeutics disclosed that CFO Thomas Catinazzo sold 17,717 shares of common stock on September 8, 2026 at a weighted average price of $18.94 per share in a sale in the open market or a private transaction.

Was the RLAY CFO’s sale on September 8, 2026 under a Rule 10b5-1 plan?

Yes. The filing states the reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by CFO Thomas Catinazzo on October 30, 2025.

What price range did the RLAY CFO’s shares sell for in this Form 4?

The transaction was executed in multiple trades at prices ranging from $18.34 to $19.25 per share, with a reported weighted average sale price of $18.94 per share.

How many Relay Therapeutics (RLAY) shares does the CFO hold after this transaction?

After the reported sale, CFO Thomas Catinazzo beneficially owns 122,851 shares of Relay Therapeutics common stock, which includes 6,538 shares underlying restricted stock units.

How many shares did the RLAY CFO sell, and what was the approximate transaction value?

The CFO sold 17,717 shares at a weighted average price of $18.94 per share. Based on these figures, the approximate gross value of the sale is about $335,400, before any commissions or fees.

Are restricted stock units included in the RLAY CFO’s reported holdings?

Yes. The filing notes that the post-transaction holding of 122,851 shares includes 6,538 shares underlying restricted stock units, which form part of the CFO’s beneficial ownership.

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Available on EDGAR 09/09/2026 - 04:16 PM Accepted by SEC EDGAR 09/09/2026 - 04:15 PM Learn about SEC filing dates

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
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^*

Catinazzo Thomas

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/08/2026		S(1)		17,717	D	$18.94(2)	122,851(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. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 30, 2025.

2. This transaction was executed in multiple trades at prices ranging from $18.34 to $19.25. 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.

3. Includes 6,538 shares underlying restricted stock units.

	/s/ Soo-Yeun Lim, as Attorney-in-Fact	09/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)