STOCK TITAN

Syndax Pharmaceuticals (SNDX) CEO sells shares to cover tax obligations

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Syndax Pharmaceuticals Chief Executive Officer Michael A. Metzger sold 6,847 shares of common stock in an open-market transaction. The shares were sold at an average price of $18.99 per share. According to the footnote, this sale was made to cover tax withholding obligations tied to vesting restricted stock units, and he continues to hold 484,843 shares afterward.

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Insider Metzger Michael A
Role Chief Executive Officer
Sold 6,847 shs ($130K)
Type Security Shares Price Value
Sale Common Stock 6,847 $18.99 $130K
Holdings After Transaction: Common Stock — 484,843 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares sold 6,847 shares Open-market sale on June 1, 2026
Sale price per share $18.99 per share Average price for the reported sale
Shares held after transaction 484,843 shares Direct ownership following the sale
Transaction type Open-market sale (code S) Non-derivative common stock transaction
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.
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
tax withholding obligations financial
"to cover tax withholding obligations in connection with the vesting"
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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*
Metzger Michael A

(Last)(First)(Middle)
C/O SYNDAX PHARMACEUTICALS, INC.
730 3RD AVENUE, FLOOR 9

(Street)
NEW YORK NEW YORK 10017

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Syndax Pharmaceuticals Inc [ SNDX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
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
Common Stock06/01/2026S(1)6,847D$18.99484,843D
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 the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units.
/s/ Michael A. Metzger06/02/2026
** 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)

FAQ

What did Syndax (SNDX) CEO Michael Metzger do in this Form 4 filing?

Michael A. Metzger sold 6,847 shares of Syndax common stock. The sale was an open-market transaction at $18.99 per share and was executed to cover tax withholding obligations from vesting restricted stock units.

How many Syndax (SNDX) shares does the CEO hold after this transaction?

After selling 6,847 shares, Michael A. Metzger holds 484,843 shares of Syndax common stock. This figure reflects his direct ownership position immediately following the reported open-market sale used to satisfy tax withholding obligations.

What was the price of the Syndax (SNDX) shares sold by the CEO?

The reported sale price was $18.99 per share for the 6,847 Syndax common shares. This price reflects the average transaction price in the open market on the reported trade date of June 1, 2026.

Why did the Syndax (SNDX) CEO sell shares according to the filing?

The filing states the CEO sold shares to cover tax withholding obligations related to vesting restricted stock units. This type of sale is typically a mechanical step linked to compensation vesting rather than a discretionary portfolio decision.

Is the Syndax (SNDX) CEO’s share sale classified as a buy or sell transaction?

The transaction is classified as a sell, specifically an open-market sale of common stock. The Form 4 identifies it with transaction code “S” and explains the sale’s purpose was to fund tax withholding for vesting restricted stock units.