Relay Therapeutics (RLAY) CFO sells 1,459 shares to cover taxes

Rhea-AI Filing Summary

Relay Therapeutics, Inc. Chief Financial Officer Thomas Catinazzo reported the sale of 1,459 shares of common stock on July 28, 2026 at $18.61 per share. The shares were sold solely to cover income tax withholding from the vesting of 3,269 RSUs, with no discretion by the officer and in line with company policies. After the sale, he beneficially owns 158,285 shares, including 6,538 shares underlying RSUs.

Insider Trade Summary

Net Seller: 1,459 shares

Net Sell 1 txn

Insider Catinazzo Thomas

Role Chief Financial Officer

Sold 1,459 shs ($27K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2	1,459	$18.61	$27K

Holdings After Transaction: Common Stock — 158,285 shares (Direct)

Footnotes (2)

1. F1. Sale of shares to cover the reporting person's income tax withholding obligations upon the vesting of 3,269 shares of restricted stock units ("RSUs") on July 27, 2026. The reporting person had no discretion with respect to such sale, which was transacted in accordance with the Issuer's policies regarding the vesting of RSUs.
2. F2. Includes 6,538 shares underlying RSUs.

Key Figures

Shares sold: 1,459 shares Sale price per share: $18.61 per share Shares owned after transaction: 158,285 shares +2 more

5 metrics

Shares sold 1,459 shares Common stock sale on July 28, 2026

Sale price per share $18.61 per share Price for 1,459 shares of common stock sold

Shares owned after transaction 158,285 shares Common stock beneficially owned following the sale

RSUs vested 3,269 shares Restricted stock units vesting on July 27, 2026

RSUs included in holdings 6,538 shares Shares underlying RSUs included in post-transaction ownership

Key Terms

restricted stock units, income tax withholding obligations, vesting

3 terms

restricted stock units financial

"upon the vesting of 3,269 shares of 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.

income tax withholding obligations financial

"Sale of shares to cover the reporting person's income tax withholding obligations"

vesting financial

"upon the vesting of 3,269 shares of restricted stock units"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/30/2026 - 04:14 PM Accepted by SEC EDGAR 07/30/2026 - 04:13 PM Learn about SEC filing dates

FAQ

What did Relay Therapeutics (RLAY) CFO Thomas Catinazzo report in this Form 4?

CFO Thomas Catinazzo reported selling 1,459 shares of Relay Therapeutics common stock at $18.61 per share. The transaction covered income tax withholding from 3,269 RSUs that vested and was executed under company policies without his trading discretion.

How many Relay Therapeutics (RLAY) shares did the CFO sell and at what price?

He sold 1,459 shares of Relay Therapeutics common stock at a price of $18.61 per share. This sale was linked to tax withholding obligations arising from recently vested restricted stock units rather than a discretionary portfolio decision.

Why were the 1,459 Relay Therapeutics (RLAY) shares sold by the CFO?

The 1,459 shares were sold to satisfy income tax withholding obligations from the vesting of 3,269 RSUs. The report states he had no discretion over this sale, which followed Relay Therapeutics’ policies for handling RSU vesting events.

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

Following the transaction, the CFO beneficially owns 158,285 shares of Relay Therapeutics common stock. This figure includes 6,538 shares underlying RSUs, reflecting both directly held stock and unvested equity awards reported in the document.

What RSU activity for Relay Therapeutics (RLAY) is disclosed for the CFO?

The report notes the vesting of 3,269 restricted stock units (RSUs) on July 27, 2026. To cover associated income tax withholding, 1,459 shares were sold, while post-transaction holdings include 6,538 shares underlying remaining 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

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).

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)
07/28/2026

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	07/28/2026		S		1,459(1)	D	$18.61	158,285(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Sale of shares to cover the reporting person's income tax withholding obligations upon the vesting of 3,269 shares of restricted stock units ("RSUs") on July 27, 2026. The reporting person had no discretion with respect to such sale, which was transacted in accordance with the Issuer's policies regarding the vesting of RSUs.

2. Includes 6,538 shares underlying RSUs.

	/s/ Soo-Yeun Lim, as Attorney-in-Fact	07/30/2026
	** 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)