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Kyverna Therapeutics (KYTX) director receives new RSU and option awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Kyverna Therapeutics director Fred E. Cohen reported new equity awards and updated holdings. He received 5,093 shares of common stock as a restricted stock unit award, and 20,582 stock options with an exercise price of $8.59 per share.

The RSUs and options will fully vest on the earlier of May 27, 2027, or immediately before Kyverna’s 2027 annual stockholder meeting, as long as he remains in continuous service through that date. After the grant, he directly holds 21,727 common shares.

The filing also notes an indirect position of 4,523,924 common shares held by Vida Ventures, LLC. Vida Ventures Advisors, LLC serves as investment advisor, and Dr. Cohen and two others may be deemed to share voting and dispositive power but each disclaims beneficial ownership beyond any pecuniary interest.

Positive

  • None.

Negative

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Insider Cohen Fred E
Role null
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) 20,582 $0.00 --
Grant/Award Common Stock 5,093 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 20,582 shares (Direct, null); Common Stock — 21,727 shares (Direct, null); Common Stock — 4,523,924 shares (Indirect, See Footnote)
Footnotes (1)
  1. Represents a restricted stock unit award of common stock, which will vest in full on the earlier of (i) May 27, 2027, and (ii) immediately prior to the date of the Issuer's 2027 annual meeting of stockholders, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive. All of the shares subject to the option shall be fully vested and exercisable on the earlier of (i) May 27, 2027, and (ii) immediately prior to the date of the Issuer's 2027 annual meeting of stockholders, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive. Shares held directly by Vida Ventures, LLC ("Vida"). Vida Ventures Advisors, LLC is the investment advisor to Vida. Dr. Arie Belldegrun, Leonard Potter and the Reporting Person are the managing members of Vida Ventures Advisors, LLC, and may be deemed to share voting and dispositive power over the shares held by Vida, but each disclaims beneficial ownership of the shares held by Vida except to the extent of such person's pecuniary interest therein, if any.
RSU award 5,093 shares Restricted stock unit grant of common stock
Stock options granted 20,582 options Stock Option (right to buy) underlying common shares
Option exercise price $8.59 per share Conversion or exercise price for 20,582 options
Option expiration May 27, 2036 Expiration date of stock options
Direct shares after grant 21,727 shares Total direct Kyverna common stock following RSU grant
Indirect Vida Ventures holding 4,523,924 shares Common stock held by Vida Ventures, LLC
restricted stock unit award financial
"Represents a restricted stock unit award of common stock, which will vest in full on the earlier of"
A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.
Stock Option (right to buy) financial
"security_title": "Stock Option (right to buy)""
vest financial
"will vest in full on the earlier of (i) May 27, 2027"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
exercise price financial
"conversion_or_exercise_price": "8.5900""
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.
pecuniary interest financial
"disclaims beneficial ownership of the shares held by Vida except to the extent of such person's pecuniary interest therein"
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Cohen Fred E

(Last)(First)(Middle)
C/O KYVERNA THERAPEUTICS, INC.
5980 HORTON ST., STE 200

(Street)
EMERYVILLE CALIFORNIA 94608

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Kyverna Therapeutics, Inc. [ KYTX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/27/2026A5,093(1)A$021,727D
Common Stock4,523,924ISee Footnote(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$8.5905/27/2026A20,582 (2)05/27/2036Common Stock20,582$020,582D
Explanation of Responses:
1. Represents a restricted stock unit award of common stock, which will vest in full on the earlier of (i) May 27, 2027, and (ii) immediately prior to the date of the Issuer's 2027 annual meeting of stockholders, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive.
2. All of the shares subject to the option shall be fully vested and exercisable on the earlier of (i) May 27, 2027, and (ii) immediately prior to the date of the Issuer's 2027 annual meeting of stockholders, subject to the Reporting Person's continuous service to the Issuer on and through each applicable vesting date, inclusive.
3. Shares held directly by Vida Ventures, LLC ("Vida"). Vida Ventures Advisors, LLC is the investment advisor to Vida. Dr. Arie Belldegrun, Leonard Potter and the Reporting Person are the managing members of Vida Ventures Advisors, LLC, and may be deemed to share voting and dispositive power over the shares held by Vida, but each disclaims beneficial ownership of the shares held by Vida except to the extent of such person's pecuniary interest therein, if any.
By: /s/ Samantha H. Eldredge, as Attorney-in-Fact05/29/2026
** Signature of Reporting PersonDate
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)

FAQ

What equity awards did Fred E. Cohen receive from Kyverna Therapeutics (KYTX)?

Fred E. Cohen received 5,093 Kyverna common shares as a restricted stock unit award and 20,582 stock options at an exercise price of $8.59. These compensation-related grants increase his direct equity exposure without involving any open-market buying or selling.

When do Fred E. Cohen’s new Kyverna (KYTX) RSUs and options vest?

Both the RSU award and the 20,582 stock options fully vest on the earlier of May 27, 2027 or immediately before Kyverna’s 2027 annual stockholder meeting. Vesting requires Dr. Cohen’s continuous service through the applicable vesting date.

How many Kyverna (KYTX) shares does Fred E. Cohen hold directly after this Form 4?

After the reported equity grants, Fred E. Cohen directly holds 21,727 Kyverna common shares. This figure reflects his post-transaction direct ownership and excludes indirect holdings attributed to Vida Ventures, LLC, which are reported separately in the filing.

What indirect Kyverna (KYTX) holdings are associated with Fred E. Cohen?

The Form 4 reports 4,523,924 Kyverna common shares held indirectly through Vida Ventures, LLC. Vida Ventures Advisors, LLC advises Vida, and Dr. Cohen and two others may share voting and dispositive power but each disclaims beneficial ownership beyond any pecuniary interest.

Are Fred E. Cohen’s Kyverna (KYTX) equity grants open-market purchases?

No, the Form 4 classifies the 5,093-share RSU and 20,582-share option as grant or award acquisitions. These are compensation-related awards from Kyverna, not open-market purchases, and carry a zero reported transaction price per share at grant.