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Tax-driven share sale by Twist Bioscience (NASDAQ: TWST) CEO Emily Leproust

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

Rhea-AI Filing Summary

Twist Bioscience Corp Chief Executive Officer Emily M. Leproust reported a mandated sale of 6,888 shares of Common Stock on May 21, 2026 at an average price of $53.257 per share. According to the disclosure, these shares were sold solely to cover tax withholding obligations arising from the vesting of Restricted Stock Units under the company’s equity incentive plans, and the transaction did not represent a discretionary trade by the CEO. Following this transaction, Leproust directly held 846,872 shares of Twist Bioscience Common Stock and retained employee stock options covering 64,950 underlying shares at an exercise price of $67.85 per share, expiring on August 31, 2030.

Positive

  • None.

Negative

  • None.
Insider Leproust Emily M.
Role Chief Executive Officer
Sold 6,888 shs ($367K)
Type Security Shares Price Value
Sale Common Stock 6,888 $53.257 $367K
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
holding Employee Stock Option (right to buy) -- -- --
Holdings After Transaction: Common Stock — 846,872 shares (Direct, null); Employee Stock Option (right to buy) — 0 shares (Direct, null)
Footnotes (1)
  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. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person. The option is immediately exercisable. 25% of the shares subject to the option vested on September 1, 2016 and 1/48th of the shares subject to the option vest on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date. The option is immediately exercisable. 10% of the shares subject to the option vested on September 28, 2017, 15% of the shares subject to the option vested on September 28, 2018, and 1/48th of the shares subject to the option vest on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date. 20% of the shares subject to the option vested and became exercisable on October 31, 2019 and 1/60th of the shares subject to the option vest and become exercisable on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date. 25% of the shares subject to the option vested on October 24, 2020, and 1/48th of the shares subject to the option vest on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date. Represents performance stock options granted to the reporting person on September 1, 2020, that vested and became exercisable on December 19, 2022 as a result of the reporting person having met the applicable performance criteria.
Shares sold 6,888 shares Common Stock sold on May 21, 2026
Sale price $53.257 per share Average price for 6,888-share sale
Shares held after sale 846,872 shares Common Stock directly held post-transaction
Option underlying shares 64,950 shares Employee stock options on Common Stock
Option exercise price $67.85 per share Exercise price for 64,950-share option grant
Option expiration August 31, 2030 Expiration date of 64,950-share option
Restricted Stock Units financial
"to cover tax withholding obligations 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.
sell to cover financial
"funded by a "sell to cover" transaction and do not represent discretionary trades"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
equity incentive plans financial
"mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
Employee Stock Option (right to buy) financial
"security_title": "Employee Stock Option (right to buy)""
performance stock options financial
"Represents performance stock options granted to the reporting person on September 1, 2020"
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*
Leproust Emily M.

(Last)(First)(Middle)
C/O TWIST BIOSCIENCE CORPORATION
681 GATEWAY BLVD.

(Street)
SOUTH SAN FRANCISCO CALIFORNIA 94080

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Twist Bioscience Corp [ TWST ]
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)
05/21/2026
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 Stock05/21/2026S6,888(1)D$53.257846,872D
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
Employee Stock Option (right to buy)$5.95 (2)09/28/2025Common Stock00D
Employee Stock Option (right to buy)$8.82 (3)09/28/2027Common Stock0141,208D
Employee Stock Option (right to buy)$26.66 (4)11/18/2028Common Stock0266,539D
Employee Stock Option (right to buy)$23.33 (5)10/23/2029Common Stock0131,290D
Employee Stock Option (right to buy)$67.8512/19/202208/31/2030Common Stock64,95064,950(6)D
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. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of a tax withholding obligation to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
2. The option is immediately exercisable. 25% of the shares subject to the option vested on September 1, 2016 and 1/48th of the shares subject to the option vest on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date.
3. The option is immediately exercisable. 10% of the shares subject to the option vested on September 28, 2017, 15% of the shares subject to the option vested on September 28, 2018, and 1/48th of the shares subject to the option vest on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date.
4. 20% of the shares subject to the option vested and became exercisable on October 31, 2019 and 1/60th of the shares subject to the option vest and become exercisable on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date.
5. 25% of the shares subject to the option vested on October 24, 2020, and 1/48th of the shares subject to the option vest on each monthly anniversary thereafter, subject to the Reporting Person's continuous service through each vesting date.
6. Represents performance stock options granted to the reporting person on September 1, 2020, that vested and became exercisable on December 19, 2022 as a result of the reporting person having met the applicable performance criteria.
Remarks:
/s/ Kendra Fox, as Attorney-in-Fact for Emily M. Leproust05/26/2026
** 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 Twist Bioscience (TWST) CEO Emily Leproust report in this Form 4?

Emily Leproust reported a sale of 6,888 Twist Bioscience Common Stock shares. The filing states this sale was required to satisfy tax withholding obligations tied to vesting Restricted Stock Units, rather than a discretionary decision to reduce her equity exposure.

How many Twist Bioscience (TWST) shares did the CEO sell and at what price?

The CEO sold 6,888 shares of Twist Bioscience Common Stock at an average price of $53.257 per share. The proceeds were used to cover tax withholding obligations associated with RSU vesting, as mandated by the company’s equity incentive plan election.

How many Twist Bioscience (TWST) shares does the CEO hold after this transaction?

After the reported sale, Emily Leproust directly held 846,872 shares of Twist Bioscience Common Stock. This figure reflects her remaining ownership position following the 6,888-share sale executed to meet tax withholding obligations linked to the vesting of Restricted Stock Units.

What stock options does the Twist Bioscience (TWST) CEO still hold?

The CEO holds employee stock options over 64,950 underlying Twist Bioscience Common Stock shares at a $67.85 exercise price. These options are immediately exercisable and are scheduled to expire on August 31, 2030, providing additional potential future equity exposure beyond current share holdings.

Why were the CEO’s Twist Bioscience (TWST) shares sold under a "sell to cover" arrangement?

The company’s equity incentive plans require tax withholding obligations on vesting Restricted Stock Units to be satisfied through a “sell to cover” transaction. As a result, 6,888 shares were automatically sold to fund taxes, rather than the CEO choosing to sell shares for portfolio or liquidity reasons.