Xencor (XNCR) director Kurt Gustafson granted RSUs and stock options

Rhea-AI Filing Summary

Xencor Inc director Kurt A. Gustafson reported equity awards rather than open-market trades. He received 10,302 shares of Common Stock as restricted stock units that will fully vest on the first anniversary of the grant date. Following this award, he directly holds 25,011 Common shares.

Gustafson also received stock options for 20,604 shares of Common Stock at an exercise price of $12.20 per share. These options vest in equal monthly installments over one year beginning on the one-month anniversary of June 16, 2026 and will be fully vested on June 16, 2027, with an expiration date of June 15, 2036. All transactions are coded as awards, not open-market purchases or sales.

Insights

Equity compensation analyst

Routine director equity awards with no open-market buying or selling.

The filing shows Kurt A. Gustafson, a director of Xencor Inc, receiving 10,302 restricted stock units and options on 20,604 shares at $12.20 per share as compensation. Both are coded as acquisition grants, not market transactions.

The options vest monthly over a year and expire on June 15, 2036, while the RSUs cliff-vest after one year. These structures align incentives over time but do not themselves change cash flows or signal a view on the stock price. Overall, this appears to be a standard, neutral equity compensation event.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider GUSTAFSON KURT A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	20,604	$0.00	--
Grant/Award	Common Stock	10,302	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 20,604 shares (Direct, null); Common Stock — 25,011 shares (Direct, null)

Footnotes (1)

1. Represents restricted stock units that shall fully vest on the first anniversary of the date of grant. The shares subject to the option will vest in equal monthly installments over one year beginning on the one-month anniversary of June 16, 2026, such that the total number of shares will be fully vested on June 16, 2027.

Key Figures

RSU grant: 10,302 shares Options granted: 20,604 options Option exercise price: $12.20 per share +2 more

5 metrics

RSU grant 10,302 shares Restricted stock units vesting on first anniversary of grant

Options granted 20,604 options Stock options on Common Stock granted June 16, 2026

Option exercise price $12.20 per share Stock Option (Right to Buy) exercise price

Shares held after award 25,011 shares Total Common Stock directly held after RSU grant

Option expiration June 15, 2036 Expiration date of stock options if unexercised

Key Terms

restricted stock units, Stock Option (Right to Buy, exercise price, vesting

4 terms

restricted stock units financial

"Represents restricted stock units that shall fully vest on the first anniversary"

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.

Stock Option (Right to Buy financial

"Stock Option (Right to Buy) with 20,604.0000 shares underlying Common Stock"

exercise price financial

"conversion_or_exercise_price": "12.2000" for the stock option grant"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

vesting financial

"The shares subject to the option will vest in equal monthly installments over one year"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/08/2026 - 06:55 PM Accepted by SEC EDGAR 07/08/2026 - 06:54 PM Learn about SEC filing dates

FAQ

What did XNCR director Kurt A. Gustafson report in this Form 4?

Kurt A. Gustafson reported receiving equity compensation awards, not open-market trades. He acquired 10,302 restricted stock units and stock options for 20,604 Xencor Inc common shares, all granted at no cash cost to him as part of his director compensation.

How many Xencor (XNCR) shares does Kurt A. Gustafson hold after the awards?

After the reported equity awards, Kurt A. Gustafson directly holds 25,011 shares of Xencor Inc common stock. This figure reflects his position following the grant of 10,302 restricted stock units, as disclosed in the Form 4 filing.

What are the key terms of the new XNCR stock options granted to Gustafson?

The new stock options cover 20,604 Xencor Inc common shares at an exercise price of $12.20 per share. They vest in equal monthly installments over one year starting one month after June 16, 2026, and expire on June 15, 2036, if not exercised.

How do the Xencor (XNCR) restricted stock units granted to Gustafson vest?

The 10,302 restricted stock units granted to Kurt A. Gustafson vest using a one-year cliff schedule. They shall fully vest on the first anniversary of the grant date, meaning all units convert into common shares at that time, assuming continued service.

Does this XNCR Form 4 indicate insider buying or selling on the market?

No, the Form 4 does not show open-market buying or selling. Both reported transactions are coded as grant or award acquisitions: restricted stock units and stock options granted as compensation, rather than discretionary purchases or sales of Xencor Inc shares.

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
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^*

GUSTAFSON KURT A

(Last) (First) (Middle)

C/O XENCOR, INC.

465 N HALSTEAD STREET, SUITE 200

(Street)

PASADENA CALIFORNIA 91107

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/16/2026		A		10,302(1)	A	$0	25,011	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
Stock Option (Right to Buy)	$12.2	06/16/2026		A		20,604		(2)	06/15/2036	Common Stock	20,604	$0	20,604	D

Explanation of Responses:

1. Represents restricted stock units that shall fully vest on the first anniversary of the date of grant.

2. The shares subject to the option will vest in equal monthly installments over one year beginning on the one-month anniversary of June 16, 2026, such that the total number of shares will be fully vested on June 16, 2027.

Remarks:

	/s/ Celia E. Eckert, Attorney-in-Fact	07/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)