Relay Therapeutics (RLAY) CFO sells 17,717 shares under 10b5-1 plan

Rhea-AI Filing Summary

Relay Therapeutics, Inc. Chief Financial Officer Thomas Catinazzo reported an open-market sale of 17,717 shares of common stock on March 9, 2026 at a weighted average price of $10.06 per share. The trades were executed at prices ranging from $9.77 to $10.35 pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on October 30, 2025. Following this transaction, he directly holds 231,584 shares of Relay Therapeutics common stock, which include 13,075 shares underlying restricted stock units.

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 MA 02139

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	03/09/2026		S(1)		17,717	D	$10.06(2)	231,584(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 $9.77 to $10.35. 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 13,075 shares underlying restricted stock units.

	/s/ Soo-Yeun Lim, as Attorney-in-Fact	03/11/2026
	** 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.

FAQ

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

Relay Therapeutics reported that CFO Thomas Catinazzo sold 17,717 shares of common stock. The transaction was an open-market sale carried out under a Rule 10b5-1 trading plan and reflects routine portfolio management rather than a newly arranged discretionary trade.

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

CFO Thomas Catinazzo sold 17,717 shares of Relay Therapeutics common stock at a weighted average price of $10.06 per share. The sale was executed in multiple trades within a price range from $9.77 to $10.35 per share.

How many Relay Therapeutics (RLAY) shares does the CFO hold after this Form 4 sale?

After the reported sale, CFO Thomas Catinazzo directly holds 231,584 shares of Relay Therapeutics common stock. This total includes 13,075 shares underlying restricted stock units, indicating he retains a substantial ongoing equity interest in the company following the transaction.

Was the Relay Therapeutics (RLAY) CFO sale made under a Rule 10b5-1 trading plan?

Yes. The Form 4 states the transaction was effected under a Rule 10b5-1 trading plan adopted on October 30, 2025. Such pre-arranged plans allow executives to sell shares on a scheduled basis, helping separate trading activity from short-term market developments.

What price range applied to the Relay Therapeutics (RLAY) CFO’s stock sale?

The CFO’s 17,717-share sale was executed in multiple trades at prices ranging from $9.77 to $10.35 per share. The Form 4 reports a weighted average sale price of $10.06, and the insider has offered to provide detailed trade-by-trade pricing information upon request.

Did the Relay Therapeutics (RLAY) Form 4 involve any options or other derivatives?

No. The reported transaction involves only common stock and is classified as a non-derivative open-market sale. The filing shows no derivative security exercises or conversions in this event, and the derivative position summary is empty for this particular Form 4.