Syndax Pharmaceuticals (SNDX) CFO sells 3,410 shares to cover RSU taxes

Rhea-AI Filing Summary

Syndax Pharmaceuticals Chief Financial Officer Keith A. Goldan reported a sale of common stock tied to tax withholding. On February 9, 2026, he sold 3,410 shares of Syndax common stock at $21.028 per share.

According to the filing, this sale represents shares required to be sold to cover tax withholding obligations arising from the vesting of restricted stock units, rather than a discretionary open-market sale. After this transaction, Goldan directly beneficially owns 140,429 shares of Syndax common stock.

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

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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^*

Goldan Keith A.

(Last) (First) (Middle)

730 THIRD AVENUE

FLOOR 9

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Syndax Pharmaceuticals Inc [ SNDX ]

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)
02/09/2026

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	02/09/2026		S(1)		3,410	D	$21.028	140,429	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. 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. Metzger, Attorney-in-Fact	02/10/2026
	** 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).
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FAQ

What insider transaction did Syndax Pharmaceuticals (SNDX) report for its CFO?

Syndax Pharmaceuticals reported that CFO Keith A. Goldan sold 3,410 shares of common stock. The sale occurred on February 9, 2026 and was tied to tax withholding from the vesting of restricted stock units, rather than a discretionary share sale.

At what price were the SNDX shares sold by the CFO and on what date?

CFO Keith A. Goldan sold 3,410 shares of Syndax common stock at $21.028 per share on February 9, 2026. The transaction was reported under code "S" and was linked to tax withholding from restricted stock unit vesting.

Why did Syndax Pharmaceuticals (SNDX) CFO sell 3,410 shares?

The 3,410 shares sold by CFO Keith A. Goldan were required to cover tax withholding obligations related to the vesting of restricted stock units. The filing clarifies this was not a discretionary open-market sale but a tax-related transaction.

How many Syndax (SNDX) shares does the CFO own after this Form 4 transaction?

After the reported sale, CFO Keith A. Goldan directly beneficially owns 140,429 shares of Syndax common stock. This figure reflects his holdings following the 3,410-share sale executed to satisfy associated tax withholding requirements from restricted stock unit vesting.

What does transaction code "S" mean in the SNDX CFO’s Form 4 filing?

In this filing, transaction code "S" indicates a sale of common stock by the reporting person. The accompanying footnote explains the 3,410-share sale was specifically to cover tax withholding obligations from restricted stock unit vesting, clarifying the nature of the sale.