Precision BioSciences CEO RSUs vest; 3,409-share tax sale under 10b5-1

Rhea-AI Filing Summary

Precision BioSciences (DTIL) reported an insider equity transaction by President & CEO and Director Michael Amoroso. On November 2, 2025, 9,444 RSUs vested and settled into common stock at $0 per unit, reflecting standard RSU settlement mechanics.

On November 3, 2025, Amoroso sold 3,409 shares at $6.49 per share under a Rule 10b5-1 plan adopted on August 2, 2024. The filing states this was a sell-to-cover transaction to satisfy tax withholding tied to the RSU vesting. Following these transactions, Amoroso beneficially owned 115,575 shares directly. No derivative securities remained after settlement.

Insights

Equity compensation & insider transactions analyst

Routine RSU vesting with tax sell-to-cover; neutral impact.

The CEO’s 9,444 RSUs vested on November 2, 2025 and were settled at $0 per unit, consistent with RSU mechanics where no cash is paid by the holder. This increased common shares outstanding at the insider level through settlement of previously granted awards.

On November 3, 2025, the sale of 3,409 shares at $6.49 was executed under a Rule 10b5-1 plan and specified as a sell-to-cover for tax withholding. Such sales are administrative in nature and do not imply discretionary selling.

Post-transaction, the CEO holds 115,575 shares directly. The filing indicates no remaining derivative balance for these RSUs. Actual market impact is typically limited for sell-to-cover events.

Insider Trade Summary

Net Seller: 3,409 shares ($22,124)

Net Sell 3 txns

Insider Amoroso Michael

Role President and CEO

Sold 3,409 shs ($22K)

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	9,444	$0.00	--
Sale	Common Stock	3,409	$6.49	$22K
Exercise	Common Stock	9,444	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Common Stock — 115,575 shares (Direct)

Footnotes (1)

1. Represents the vesting and settlement of Restricted Stock Units ("RSUs") on November 2, 2025. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. The sales were effected pursuant to a Rule 10b5-1 plan adopted on August 2, 2024. The transaction was a sell-to-cover, with shares only sold to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The Reporting Person did not sell or otherwise dispose of shares reported on this Form 4 for any reason other than to cover required taxes and fees. On November 2, 2022 the Reporting Person was granted RSUs, which vest in three substantially equal annual installments beginning on November 2, 2023, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates. The RSUs vested in full on November 2, 2025.

Form 4 Insider Transactions: What Each Field Means →

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).

X

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^*

Amoroso Michael

(Last) (First) (Middle)

C/O PRECISION BIOSCIENCES, INC.

302 E. PETTIGREW STREET, SUITE A-100

(Street)

DURHAM NC 27701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PRECISION BIOSCIENCES INC [ DTIL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2025

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	11/02/2025		M		9,444(1)	A	$0(2)	118,984	D
Common Stock	11/03/2025		S(3)		3,409	D	$6.49	115,575	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
Restricted Stock Units	(2)	11/03/2025		M			9,444	(4)	(4)	Common Stock	9,444	$0	0	D

Explanation of Responses:

1. Represents the vesting and settlement of Restricted Stock Units ("RSUs") on November 2, 2025.

2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

3. The sales were effected pursuant to a Rule 10b5-1 plan adopted on August 2, 2024. The transaction was a sell-to-cover, with shares only sold to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The Reporting Person did not sell or otherwise dispose of shares reported on this Form 4 for any reason other than to cover required taxes and fees.

4. On November 2, 2022 the Reporting Person was granted RSUs, which vest in three substantially equal annual installments beginning on November 2, 2023, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates. The RSUs vested in full on November 2, 2025.

Remarks:

	/s/ Dario Scimeca, Attorney-in-Fact for Michael Amoroso	11/04/2025
	** 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 did DTIL’s CEO report in the latest Form 4?

Michael Amoroso reported vesting and settlement of 9,444 RSUs on November 2, 2025 and a sell-to-cover sale of 3,409 shares on November 3, 2025.

At what price were DTIL shares sold in the sell-to-cover?

The 3,409 shares were sold at $6.49 per share under a Rule 10b5-1 plan.

How many DTIL shares does the CEO own after these transactions?

Following the transactions, Michael Amoroso beneficially owned 115,575 shares directly.

Were the sales discretionary or part of a plan?

The sales were executed under a Rule 10b5-1 plan adopted on August 2, 2024 and were sell-to-cover for taxes.

What was the nature of the RSU settlement for DTIL?

The 9,444 RSUs settled into common stock at $0 per unit, which is standard for RSU settlements.

Did any derivative securities remain after the RSU settlement?

No. The filing shows 0 derivative securities remaining after settlement of the 9,444 RSUs.