Relay Therapeutics, Inc. (RLAY) officer sells 50,000 shares under trading plan

Rhea-AI Filing Summary

Relay Therapeutics, Inc. officer Peter Rahmer reported a sale of 50,000 shares of common stock on June 30, 2026 at a weighted average price of $19.09 per share, executed in multiple trades pursuant to a Rule 10b5-1 trading plan adopted on October 31, 2025. He also acquired 3,056 shares at $6.95 per share. After these transactions he directly holds 228,913 shares, including 9,153 shares underlying restricted stock units.

Insider Trade Summary 10b5-1

Net Seller: 46,944 shares

Net Sell 2 txns

Insider Rahmer Peter

Role See remarks

Sold 50,000 shs ($955K)

Type	Security	Shares	Price	Value
Sale	Common Stock	50,000	$19.09	$955K
Grant/Award	Common Stock	3,056	$6.95	$21K

Holdings After Transaction: Common Stock — 228,913 shares (Direct)

Footnotes (5)

1. F1. The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on October 31, 2025.
2. F2. This transaction was executed in multiple trades at prices ranging from $18.66 to $19.78. 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 9,153 shares underlying restricted stock units.
4. F4. The shares were acquired under the Relay Therapeutics, Inc. 2020 Employee Stock Purchase Plan ("ESPP") in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c). The reporting person is voluntarily reporting this transaction.
5. F5. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of the Issuer's common stock on January 2, 2026.

Key Figures

Shares sold: 50,000 shares Sale price: $19.09 per share Shares acquired: 3,056 shares +5 more

8 metrics

Shares sold 50,000 shares Common stock sale on June 30, 2026

Sale price $19.09 per share Weighted average price for 50,000-share sale, trades between $18.66 and $19.78

Shares acquired 3,056 shares Non-derivative acquisition on June 30, 2026

Acquisition price $6.95 per share Price for 3,056-share acquisition, related to ESPP purchase mechanics

Post-transaction holdings 228,913 shares Direct common stock holdings after reported transactions

Restricted stock units 9,153 shares Shares underlying restricted stock units included in holdings

10b5-1 plan adoption date October 31, 2025 Date Rahmer adopted Rule 10b5-1 trading plan governing reported sale

ESPP discount 85% of closing price ESPP purchases priced at 85% of January 2, 2026 closing price

Key Terms

Rule 10b5-1 trading plan, restricted stock units, Employee Stock Purchase Plan, Rule 16b-3(d), +1 more

5 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 9,153 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.

Employee Stock Purchase Plan financial

"The shares were acquired under the Relay Therapeutics, Inc. 2020 Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16b-3(d) regulatory

"in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c)."

Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

Rule 16b-3(c) regulatory

"in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c)."

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

FAQ

What insider transactions did Peter Rahmer report for RLAY on June 30, 2026?

Peter Rahmer reported a sale of 50,000 Relay Therapeutics (RLAY) shares of common stock at a weighted average price of $19.09 per share and an acquisition of 3,056 shares at $6.95 per share on June 30, 2026.

Was the June 30, 2026 RLAY stock sale made under a Rule 10b5-1 plan?

Yes. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan adopted by Peter Rahmer on October 31, 2025, and the Form 4 indicates the Rule 10b5-1 plan affirmation checkbox is marked true for these transactions.

How many Relay Therapeutics (RLAY) shares does Peter Rahmer hold after the reported transactions?

Following the reported June 30, 2026 transactions, Peter Rahmer directly holds 228,913 shares of Relay Therapeutics common stock, which the filing notes includes 9,153 shares underlying restricted stock units as part of his overall equity position.

At what prices were Peter Rahmer’s RLAY share sale trades executed?

The reported 50,000-share sale of Relay Therapeutics stock has a weighted average price of $19.09 per share. The filing notes the trades were executed in multiple transactions at prices ranging from $18.66 to $19.78 per share.

What details are disclosed about the share acquisition in Relay Therapeutics (RLAY) ESPP?

The Form 4 notes shares were acquired under Relay Therapeutics’ 2020 Employee Stock Purchase Plan, in a transaction exempt under Rule 16b-3(d) and Rule 16b-3(c), with ESPP purchases priced at 85% of the January 2, 2026 closing price.

How many Relay Therapeutics (RLAY) shares did Peter Rahmer acquire, and at what price?

Peter Rahmer is reported to have acquired 3,056 shares of Relay Therapeutics common stock on June 30, 2026 at a price of $6.95 per share, characterized in the Form 4 as a grant, award, or other acquisition transaction.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:13 PM Accepted by SEC EDGAR 07/02/2026 - 04:12 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^*

Rahmer Peter

(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)
	See remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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	06/30/2026		S(1)		50,000	D	$19.09(2)	225,857(3)	D
Common Stock	06/30/2026		A(4)	V	3,056	A	$6.95(5)	228,913(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 31, 2025.

2. This transaction was executed in multiple trades at prices ranging from $18.66 to $19.78. 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 9,153 shares underlying restricted stock units.

4. The shares were acquired under the Relay Therapeutics, Inc. 2020 Employee Stock Purchase Plan ("ESPP") in a transaction that was exempt under both Rule 16b-3(d) and Rule 16b-3(c). The reporting person is voluntarily reporting this transaction.

5. In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of the Issuer's common stock on January 2, 2026.

Remarks:

Chief Corporate Development Officer

	/s/ Soo-Yeun Lim, as Attorney-in-Fact	07/02/2026
	** 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)