Matthew Shair - 27 Oct 2025 Form 4 Insider Report for Nuvalent, Inc. (NUVL)

Role
Director
Signature
/s/ Nathan McConarty, attorney-in-fact
Issuer symbol
NUVL
Transactions as of
27 Oct 2025
Transactions value $
-$6,015,464
Form type
4
Filing time
29 Oct 2025, 16:31:02 UTC
Previous filing
20 Jun 2025
Next filing
26 Nov 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Shair Matthew Director C/O NUVALENT, INC., ONE BROADWAY, 14TH FLOOR, CAMBRIDGE /s/ Nathan McConarty, attorney-in-fact 29 Oct 2025 0001862123

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NUVL Class A Common Stock Sale -$1.44M -14.3K -1% $100.23 1.42M 27 Oct 2025 Direct F1, F2
transaction NUVL Class A Common Stock Sale -$406K -4.05K -1.87% $100.23 212K 27 Oct 2025 See Footnote F1, F2, F3
transaction NUVL Class A Common Stock Sale -$3.25M -32.5K -2.29% $100.27 1.38M 28 Oct 2025 Direct F1, F4
transaction NUVL Class A Common Stock Sale -$918K -9.15K -4.31% $100.27 203K 28 Oct 2025 See Footnote F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 20, 2024.
F2 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.00 to $100.88, inclusive. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, Nuvalent, Inc. or any security holder of Nuvalent, Inc., upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (4) of this Form 4.
F3 These shares are held by Matthew D. Shair 2021 Irrevocable Family Trust. The reporting person has voting and dispositive power over the shares beneficially owned by Matthew D. Shair 2021 Irrevocable Family Trust.
F4 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $100.00 to $100.64, inclusive.