Xencor (XNCR) SVP and general counsel sells 5,011 shares for RSU tax

Rhea-AI Filing Summary

Xencor Inc (XNCR) senior vice president and general counsel Celia Eckert reported tax-related sales of company stock. On two days in early March, she sold a total of 5,011 shares of Xencor common stock in open-market transactions at prices around $11 per share.

The footnotes explain these were dispositions of shares sold to pay withholding taxes upon vesting of 7,316 and 4,363 restricted stock units, rather than discretionary share sales. After these transactions, she continued to hold 76,918 Xencor common shares directly.

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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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^*

Eckert Celia

(Last) (First) (Middle)

C/O XENCOR, INC.

465 N HALSTEAD STREET, SUITE 200

(Street)

PASADENA CA 91107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Xencor Inc [ XNCR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

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	03/05/2026		S		3,244(1)	D	$11.2455	78,685	D
Common Stock	03/06/2026		S		1,767(2)	D	$11.0197	76,918	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 disposition of shares that were sold to pay withholding taxes upon vesting of 7,316 restricted stock units.

2. Represents the disposition of shares that were sold to pay withholding taxes upon vesting of 4,363 restricted stock units.

Remarks:

	/s/ Celia E. Eckert, Attorney-in-Fact	03/09/2026
	** 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).
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 Xencor (XNCR) report for Celia Eckert?

Xencor reported that SVP and general counsel Celia Eckert sold 5,011 shares of common stock in early March. These transactions were open-market sales linked to tax withholding obligations following the vesting of previously granted restricted stock units.

How many Xencor (XNCR) shares did Celia Eckert sell and at what prices?

Celia Eckert sold 3,244 Xencor common shares at about $11.2455 per share and 1,767 shares at about $11.0197 per share. Together, these insider sales totaled 5,011 shares over two consecutive trading days.

Why were the Xencor (XNCR) shares sold by Celia Eckert?

The sales were made to cover withholding taxes due when restricted stock units vested. Footnotes state the dispositions related to vesting of 7,316 and 4,363 RSUs, meaning the transactions facilitated tax payments rather than representing discretionary portfolio changes.

How many Xencor (XNCR) shares does Celia Eckert hold after these transactions?

After completing the tax-related stock sales, Celia Eckert directly held 76,918 shares of Xencor common stock. This post-transaction balance reflects her remaining ownership following the two open-market dispositions used to satisfy withholding tax obligations.

What is Celia Eckert’s role at Xencor (XNCR) mentioned in the Form 4?

The Form 4 lists Celia Eckert as an officer of Xencor, serving as senior vice president and general counsel. Her position explains why her stock transactions must be reported publicly, providing transparency into trading by key company insiders.