v3.25.2
Insider Trading Arrangements
 3 Months Ended
Jun. 30, 2025
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Rule 10b5-1 Trading Arrangements

During the three months ended June 30, 2025, our directors and officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted, modified, or terminated trading plans for the orderly disposition of the Company’s securities as set forth in the table below.

 

 

 

 

Adoption /

 

Type of Trading Arrangement

 

Total Shares of

 

 

 

 

 

 

 

Termination

 

Rule

 

Non-Rule

 

Common Stock

 

 

 

Name and Position

 

Action

 

Date

 

10b5-1(1)

 

10b5-1(2)

 

to be Sold

 

 

Expiration Date

Richard Lowenthal, on behalf of Richard E. Lowenthal Charitable Remainder UniTrust Dated January 7, 2020*
Chief Executive Officer

 

Adoption

 

May 21, 2025

 

X

 

 

 

 

1,050,000

 

 

May 14, 2027

Richard Lowenthal, on behalf of Lowenthal-Tanimoto Family Trust U/A DTD 4/3/2006*
Chief Executive Officer

 

Adoption

 

May 21, 2025

 

X

 

 

 

 

1,050,000

 

 

May 14, 2027

Sarina Tanimoto, on behalf of Sarina Tanimoto Charitable Remainder UniTrust Dated January 7, 2020*
Chief Medical Officer

 

Adoption

 

May 21, 2025

 

X

 

 

 

 

1,050,000

 

 

May 14, 2027

Sarina Tanimoto, on behalf of Lowenthal-Tanimoto Family Trust U/A DTD 4/3/2006*
Chief Medical Officer

 

Adoption

 

May 21, 2025

 

X

 

 

 

 

1,050,000

 

 

May 14, 2027

Laura Shawver
Director

 

Adoption

 

May 21, 2025

 

X

 

 

 

 

128,562

 

 

December 31, 2025

Kathleen Scott
Chief Financial Officer

 

Adoption

 

May 22, 2025

 

X

 

 

 

 

50,000

 

 

May 22, 2026

Alexander Fitzpatrick
Chief Legal Officer

 

Termination(3)

 

May 29, 2025

 

X

 

 

 

 

100,000

 

 

December 31, 2025

Alexander Fitzpatrick
Chief Legal Officer

 

Adoption(3)

 

May 29, 2025

 

X

 

 

 

 

100,000

 

 

January 30, 2026
(1)
Contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
(2)
“Non-Rule 10b5-1 trading arrangement" as defined in Item 408(c) of Regulation S-K under the Exchange Act.
(3)
Represents the modification, as described in Rule 10b5-1(c)(1)(iv) under the Exchange Act, of a written plan adopted on November 27, 2024 and amended on December 13, 2024 that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.

* This plan, together with the other three plans marked with an asterisk in this table, are treated as a single “plan” because the individual constituent contracts with each broker-dealer, when taken together as a whole, meet all of the applicable conditions of Rule 10b5-1(c) under the Exchange Act and remain collectively subject to the provisions of such rule, including that a modification of any individual contract acts as modification of the whole contract.
Laura Shawver [Member]  
Trading Arrangements, by Individual  
Name Laura Shawver
Title Director
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 21, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date December 31, 2025
Arrangement Duration 225 days
Aggregate Available 128,562
Kathleen Scott [Member]  
Trading Arrangements, by Individual  
Name Kathleen Scott
Title Chief Financial Officer
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 22, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date May 22, 2026
Arrangement Duration 366 days
Aggregate Available 50,000
Plan One [Member] | Richard Lowenthal [Member]  
Trading Arrangements, by Individual  
Name Richard Lowenthal
Title Chief Executive Officer
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 21, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date May 14, 2027
Arrangement Duration 723 days
Aggregate Available 1,050,000
Plan One [Member] | Sarina Tanimoto [Member]  
Trading Arrangements, by Individual  
Name Sarina Tanimoto
Title Chief Medical Officer
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 21, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date May 14, 2027
Arrangement Duration 723 days
Aggregate Available 1,050,000
Plan One [Member] | Alexander Fitzpatrick [Member]  
Trading Arrangements, by Individual  
Name Alexander Fitzpatrick
Title Chief Legal Officer
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated true
Non-Rule 10b5-1 Arrangement Terminated false
Termination Date May 29, 2025
Expiration Date December 31, 2025
Aggregate Available 100,000
Plan Two [Member] | Richard Lowenthal [Member]  
Trading Arrangements, by Individual  
Name Richard Lowenthal
Title Chief Executive Officer
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 21, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date May 14, 2027
Arrangement Duration 723 days
Aggregate Available 1,050,000
Plan Two [Member] | Sarina Tanimoto [Member]  
Trading Arrangements, by Individual  
Name Sarina Tanimoto
Title Chief Medical Officer
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 21, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date May 14, 2027
Arrangement Duration 723 days
Aggregate Available 1,050,000
Plan Two [Member] | Alexander Fitzpatrick [Member]  
Trading Arrangements, by Individual  
Name Alexander Fitzpatrick
Title Chief Legal Officer
Rule 10b5-1 Arrangement Adopted true
Non-Rule 10b5-1 Arrangement Adopted false
Adoption Date May 29, 2025
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Expiration Date January 30, 2026
Aggregate Available 100,000