VTYX insider ESPP purchase: finance executive adds 1,767 shares

Rhea-AI Filing Summary

Ventyx Biosciences, Inc. (VTYX)November 17, 2025, the officer acquired 1,767 shares of common stock at a purchase price of $1.03 per share through the company’s 2021 Employee Stock Purchase Plan (ESPP). After this transaction, the officer beneficially owns 5,313 shares of Ventyx common stock in direct ownership.

The filing notes that the purchase relates to the ESPP purchase period running from May 15, 2025 through November 14, 2025 and that the transaction is exempt under Rule 16b-3(c). The shares were bought at 85% of the closing price on May 15, 2025, consistent with the terms of the 2021 ESPP.

11/19/2025 - 04:30 PM

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Gonzales Roy

(Last) (First) (Middle)

C/O VENTYX BIOSCIENCES, INC.

12790 EL CAMINO REAL, SUITE 200

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ventyx Biosciences, Inc. [ VTYX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior VP, Finance

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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(1)	11/17/2025(2)		A	V	1,767	A	$1.03(3)	5,313	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. The reporting person is voluntarily reporting the acquisition of shares of the Issuer's common stock pursuant to the Ventyx Biosciences, Inc. 2021 Employee Stock Purchase Plan ("2021 ESPP"), for the ESPP Purchase Period (as defined in the 2021 ESPP) of May 15, 2025 through November 14, 2025. This transaction is also exempt under Rule 16b-3(c).

2. The relevant Offering Period (as defined in the 2021 ESPP) ended, and the shares were acquired, on the Exercise Date (as defined in the 2021 ESPP) of November 17, 2025.

3. In accordance with the 2021 ESPP, these shares were purchased based on 85% of the closing price on May 15, 2025.

	/s/ Austin Rutherford, as Attorney-in-Fact	11/19/2025
	** 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).
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.

FAQ

What insider transaction did Ventyx Biosciences (VTYX) report in this Form 4?

The Senior VP of Finance of Ventyx Biosciences, Inc. (VTYX) reported buying 1,767 shares of common stock on November 17, 2025 through the company’s 2021 Employee Stock Purchase Plan.

At what price were the VTYX shares purchased under the ESPP?

The 1,767 shares of Ventyx Biosciences common stock were purchased at a price of $1.03 per share, calculated as 85% of the closing price on May 15, 2025 under the ESPP terms.

How many Ventyx Biosciences (VTYX) shares does the insider own after this transaction?

Following the reported ESPP purchase, the Senior VP of Finance beneficially owns 5,313 shares of Ventyx Biosciences, Inc. common stock, held directly.

What role does the reporting person hold at Ventyx Biosciences (VTYX)?

The reporting person is an officer of Ventyx Biosciences, Inc., serving as Senior VP, Finance, and filed the Form 4 as a single reporting person.

Was the VTYX insider purchase made under an employee stock purchase plan?

Yes. The transaction reflects shares acquired under the Ventyx Biosciences, Inc. 2021 Employee Stock Purchase Plan for the ESPP purchase period from May 15, 2025 through November 14, 2025.

Is the reported Ventyx Biosciences (VTYX) transaction exempt under Rule 16b-3?

The filing states that the acquisition of shares under the 2021 Employee Stock Purchase Plan is exempt under Rule 16b-3(c), which generally covers certain employee benefit plan transactions.