Why were Travis Thompson’s Bicycle Therapeutics share sales executed?

The Form 4 footnotes state the sales were required to satisfy statutory tax withholding obligations related to RSU vesting. The award agreement mandates a "sell to cover" mechanism, so these transactions were for tax payments, not discretionary portfolio decisions or opportunistic open-market selling.

Were Travis Thompson’s Bicycle Therapeutics share sales open-market trades?

The transactions are coded as open-market sales, but the footnotes clarify they were mandated "sell to cover" sales. They were executed to fund minimum statutory tax withholding on RSU vesting, and the filing notes they do not represent discretionary sales by the reporting person.

Tax-driven share sale by Bicycle Therapeutics (BCYC) CFO disclosed

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Bicycle Therapeutics plc Chief Financial Officer Travis Alvin Thompson reported required sales of ordinary shares to cover taxes on vesting RSUs. On April 2, he sold 799 shares at a weighted average price of $4.91, from trades between $4.88 and $4.98. On April 6, he sold 102 shares at $5.05. The filing states these transactions were mandated "sell to cover" sales for statutory tax withholding and were not discretionary. After these sales, he directly holds 65,364 ordinary shares.

Insider Trade Summary

Net Seller: 901 shares ($4,438)

Net Sell 2 txns

Insider Thompson Travis Alvin

Role Chief Financial Officer

Sold 901 shs ($4K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	102	$5.05	$515.10
Sale	Ordinary Shares	799	$4.91	$4K

Holdings After Transaction: Ordinary Shares — 65,364 shares (Direct)

Footnotes (1)

Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting and settlement of the RSUs. This sale is mandated by the Reporting Person's award agreement that requires the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.88 to $4.98 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Key Figures

Shares sold April 2: 799 shares Weighted average sale price April 2: $4.91/share Shares sold April 6: 102 shares +3 more

6 metrics

Shares sold April 2 799 shares Ordinary shares sold on April 2, 2026

Weighted average sale price April 2 $4.91/share Weighted average for sales between $4.88 and $4.98

Shares sold April 6 102 shares Ordinary shares sold on April 6, 2026

Sale price April 6 $5.05/share Open-market sale price for 102 shares

Total shares sold 901 shares Aggregate ordinary shares sold across both transactions

Shares held after transactions 65,364 shares Direct ordinary share holdings following reported sales

Key Terms

RSUs, statutory tax withholding obligations, sell to cover, weighted average price

4 terms

RSUs financial

"in connection with the vesting and settlement of the RSUs."

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

statutory tax withholding obligations financial

"to cover the statutory tax withholding obligations in connection with the vesting"

sell to cover financial

"to be funded by a "sell to cover" transaction and does not represent"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Form 4 Insider Transactions: What Each Field Means →

04/06/2026 - 06:30 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
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^*

Thompson Travis Alvin

(Last)

(First)

(Middle)

C/O BICYCLE THERAPEUTICS PLC

BLOCKS A & B, PORTWAY BUILDING

(Street)

CAMBRIDGE

CB21 6GS

(City)

(State)

(Zip)

UNITED KINGDOM

(Country)

2. Issuer Name and Ticker or Trading Symbol
BICYCLE THERAPEUTICS PLC [ BCYC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/02/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	04/02/2026		S⁽¹⁾		799	D	$4.91⁽²⁾	65,466	D
Ordinary Shares	04/06/2026		S⁽¹⁾		102	D	$5.05	65,364	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the number of shares required to be sold to cover the statutory tax withholding obligations in connection with the vesting and settlement of the RSUs. This sale is mandated by the Reporting Person's award agreement that requires the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary sale by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.88 to $4.98 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Travis Thompson	04/06/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Bicycle Therapeutics (BCYC) CFO Travis Thompson report in this Form 4?

Travis Thompson reported sales of Bicycle Therapeutics ordinary shares tied to RSU vesting. The transactions were required "sell to cover" sales for statutory tax withholding, rather than discretionary open-market selling, and were reported as involving a total of 901 shares across two dates.

How many Bicycle Therapeutics shares did the CFO sell and at what prices?

The CFO reported selling 901 ordinary shares in total. He sold 799 shares at a weighted average of $4.91, from trades between $4.88 and $4.98, and 102 shares at $5.05, according to the Form 4 details and accompanying footnotes.

How many Bicycle Therapeutics shares does the CFO hold after these transactions?

After the reported tax-related sales, the CFO directly holds 65,364 ordinary shares of Bicycle Therapeutics. This remaining position substantially exceeds the 901 shares sold, indicating the transactions affected only a small portion of his overall direct share ownership as shown in the filing.