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Sutro Biopharma CSO exercises 3,750 RSUs

Sutro Biopharma’s chief scientific officer settled 3,750 RSUs into common stock, with a portion of shares withheld to cover taxes.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SUTRO BIOPHARMA, INC. (STRO) reported that its Chief Scientific Officer, Hans-Peter Gerber, exercised 3,750 Restricted Stock Units into an equal number of shares of common stock on September 18, 2026. Of these shares, 1,345 were withheld by the company at $15.34 per share to cover income tax withholding obligations, which the filing states does not represent a sale by the officer. The RSU award vests in four annual tranches starting September 18, 2024, subject to continued service.

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Insider Gerber Hans-Peter
Role CHIEF SCIENTIFIC OFFICER
Type Security Shares Price Value
Exercise Restricted Stock Units (RSUs) F3, F4 3,750 $0.00 $0.00
Exercise Common Stock F1 3,750 $0.00 $0.00
Tax Withholding Common Stock F2 1,345 $15.34 $21K
Holdings After Transaction: Restricted Stock Units (RSUs) — 3,750 contracts (Direct); Common Stock — 12,367 shares (Direct)
Footnotes (4)
  1. F1. The reported total includes 444 shares of Common Stock acquired by the reporting person in one or more transactions with the Issuer pursuant to its Employee Stock Purchase Plan, which transactions are exempt pursuant to Rules 16a3(f)(1)(i)(B) and 16b3(c).
  2. F2. Represents the number of shares of Common Stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of restricted stock units; does not represent a sale by the reporting person.
  3. F3. Each RSU represents a contingent right to receive one (1) share of the Issuer's Common Stock upon settlement.
  4. F4. The RSUs vested or vest as to 1/4 of the total award annually, with the first tranche vested on September 18, 2024, subject to the reporting person's continued service through each vesting date.
RSUs exercised 3,750 units Restricted Stock Units converted into common stock on September 18, 2026
Shares withheld for taxes 1,345 shares Common stock withheld to satisfy income tax withholding obligations
Withholding price per share $15.34 per share Value used for shares withheld for tax remittance
ESPP shares included in total holdings 444 shares Common stock acquired under the Employee Stock Purchase Plan
RSU vesting schedule 1/4 annually RSUs vest in four equal annual tranches starting September 18, 2024
Restricted Stock Units (RSUs) financial
"The reported security is described as Restricted Stock Units (RSUs)"
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
net settlement financial
"in connection with the net settlement of restricted stock units"
Employee Stock Purchase Plan financial
"transactions with the Issuer pursuant to its 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.
income tax withholding financial
"withheld by the Issuer to satisfy its income tax withholding"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider equity activity did STRO report for its Chief Scientific Officer?

STRO reported that Chief Scientific Officer Hans-Peter Gerber exercised 3,750 RSUs into common stock on September 18, 2026. These RSUs convert into one share of common stock each upon settlement, according to the disclosure.

How many STRO shares were withheld for taxes in this Form 4 filing?

The company withheld 1,345 shares of Sutro Biopharma common stock at $15.34 per share to satisfy income tax withholding and remittance obligations. The filing states this withholding does not represent a sale by the reporting person.

What are the vesting terms of the RSUs reported for STRO’s Chief Scientific Officer?

The RSUs vest as to 1/4 of the total award annually, with the first tranche having vested on September 18, 2024. Each subsequent tranche vests on the annual anniversary, subject to the officer’s continued service.

Were the RSU exercises for STRO done under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as being pursuant to a trading plan, and there is no footnote indicating that these transactions were made under a Rule 10b5-1 or similar pre-arranged trading arrangement.

What does each RSU represent in the STRO insider transaction?

Each Restricted Stock Unit reported represents a contingent right to receive one share of Sutro Biopharma’s common stock upon settlement. In this filing, 3,750 RSUs were settled into the same number of common shares.

Did the STRO insider Form 4 disclose additional shares acquired through an employee plan?

Yes. A footnote states that the reporting person’s total common stock holdings include 444 shares acquired in one or more transactions under Sutro Biopharma’s Employee Stock Purchase Plan, which are exempt under specified SEC rules.

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

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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*
Gerber Hans-Peter

(Last)(First)(Middle)
C/O SUTRO BIOPHARMA, INC.
111 OYSTER POINT BLVD.

(Street)
SOUTH SAN FRANCISCO CALIFORNIA 94080

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SUTRO BIOPHARMA, INC. [ STRO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF SCIENTIFIC OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026
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 Stock09/18/2026M3,750A$013,712(1)D
Common Stock09/18/2026F1,345(2)D$15.3412,367D
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
Restricted Stock Units (RSUs)(3)09/18/2026M3,750 (4)09/18/2027Common Stock3,750$03,750D
Explanation of Responses:
1. The reported total includes 444 shares of Common Stock acquired by the reporting person in one or more transactions with the Issuer pursuant to its Employee Stock Purchase Plan, which transactions are exempt pursuant to Rules 16a3(f)(1)(i)(B) and 16b3(c).
2. Represents the number of shares of Common Stock that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of restricted stock units; does not represent a sale by the reporting person.
3. Each RSU represents a contingent right to receive one (1) share of the Issuer's Common Stock upon settlement.
4. The RSUs vested or vest as to 1/4 of the total award annually, with the first tranche vested on September 18, 2024, subject to the reporting person's continued service through each vesting date.
/s/ Gregory Chow as attorney-in-fact09/22/2026
** 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)

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