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Sagimet Biosciences (NASDAQ: SGMT) insider sells 10,545 shares for taxes

(Neutral)
(Negative)
Form Type
4

Rhea-AI Filing Summary

Sagimet Biosciences Inc. reported that Chief Legal & Admin. Officer Elizabeth Rozek sold 10,545 shares of Series A Common Stock on July 20, 2026, at a weighted average price of $7.7603 per share in transactions between $7.76 and $7.88.

The report states that these shares were automatically sold to cover tax withholding obligations related to vesting restricted stock units and were not at Rozek’s discretion. After these sales, she directly holds 224,414 shares of Sagimet stock.

Positive

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Negative

  • None.
Insider Rozek Elizabeth
Role Chief Legal & Admin. Officer
Sold 10,545 shs ($82K)
Type Security Shares Price Value
Sale Series A Common Stock F1, F2 10,545 $7.7603 $82K
Holdings After Transaction: Series A Common Stock — 224,414 shares (Direct)
Footnotes (2)
  1. F1. Represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. These sales were automatic and not in the discretion of the Reporting Person.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.76 to $7.88, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Shares sold 10,545 shares Series A Common Stock sold on July 20, 2026 to cover tax withholding
Weighted average sale price $7.7603 per share Weighted average price across multiple sale transactions
Sale price range $7.76 to $7.88 per share Range of prices for the multiple transactions comprising the sale
Shares held after transaction 224,414 shares Direct ownership by Elizabeth Rozek following the reported sale
restricted stock units financial
"in connection with the vesting 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.
tax withholding obligations financial
"shares required to be sold ... to cover tax withholding obligations"
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Series A Common Stock financial
"security_title": "Series A Common Stock""
Series A common stock is a specific class of a company’s ordinary shares issued during an early formal funding round, carrying the ownership rights and voting power tied to that class. For investors it signals an early-stage equity claim with potential upside if the business grows, but also greater risk and typically less liquidity than shares in mature, publicly traded firms—imagine buying a seat on a startup’s team before the company has proven itself.

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

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FAQ

What insider transaction did Sagimet Biosciences (SGMT) disclose for Elizabeth Rozek?

Sagimet Biosciences disclosed that Chief Legal & Admin. Officer Elizabeth Rozek sold 10,545 shares of Series A Common Stock. The sale occurred on July 20, 2026, at a weighted average price of $7.7603 per share in multiple trades between $7.76 and $7.88.

Why did Sagimet Biosciences (SGMT) officer Elizabeth Rozek sell 10,545 shares?

The shares were sold to cover tax withholding obligations connected to the vesting of restricted stock units. The disclosure explains these sales were automatic and not at Rozek’s discretion, indicating they were triggered by tax requirements rather than voluntary trading decisions.

What is Elizabeth Rozek’s remaining Sagimet (SGMT) shareholding after the reported sale?

Following the sale of 10,545 shares, Elizabeth Rozek directly holds 224,414 shares of Sagimet Biosciences Series A Common Stock. This post-transaction figure reflects her direct ownership position after the automatic tax-related sale described in the insider transaction report.

At what price were the 10,545 Sagimet (SGMT) shares sold by Elizabeth Rozek?

The reported weighted average price was $7.7603 per share. Footnotes state the 10,545 shares were sold in multiple transactions at prices ranging from $7.76 to $7.88, and detailed trade breakdowns are available upon request to the relevant parties.

Was Elizabeth Rozek’s Sagimet (SGMT) share sale discretionary or automatic?

The disclosure specifies the sale was automatic. Shares were required to be sold to cover tax withholding obligations from vesting restricted stock units, and the document states these transactions were not in Rozek’s discretion, distinguishing them from voluntary market trades.

Does the Sagimet (SGMT) filing mention a Rule 10b5-1 trading plan for this sale?

The document’s Rule 10b5-1 checkbox is not marked as a plan trade. Footnotes instead attribute the transaction to automatic tax withholding sales linked to RSU vesting, without referencing any pre-arranged Rule 10b5-1 trading plan for these specific transactions.
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).
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*
Rozek Elizabeth

(Last)(First)(Middle)
SAGIMET BIOSCIENCES INC.
950 TOWER LANE, SUITE 1500

(Street)
FOSTER CITY CALIFORNIA 94404

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Sagimet Biosciences Inc. [ SGMT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal & Admin. Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/20/2026
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
Series A Common Stock07/20/2026S(1)10,545D$7.7603(2)224,414D
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
Explanation of Responses:
1. Represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. These sales were automatic and not in the discretion of the Reporting Person.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.76 to $7.88, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
/s/ Elizabeth Rozek07/22/2026
** 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)