Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-23-026986
Date:2023-05-01
Issuer: NUVALENT, INC. (NUVL)
Original Submission Date:

Reporting Person:

NOCI DARLENE
C/O NUVALENT, INC.
ONE BROADWAY, 14TH FLOOR CAMBRIDGE, MA 02142

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2023-05-01 M 3,000 a $1.08 3,000 direct
CLASS A COMMON STOCK 2023-05-01 S 28 d $35.71 2,972 direct
CLASS A COMMON STOCK 2023-05-01 S 91 d $36.98 2,881 direct
CLASS A COMMON STOCK 2023-05-01 S 549 d $38.03 2,332 direct
CLASS A COMMON STOCK 2023-05-01 S 2,282 d $38.81 50 direct
CLASS A COMMON STOCK 2023-05-01 S 50 d $39.58 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 1.08 2023-05-01 deemed execution date M 3,000 (d) 2031-02-15 class a common stock 3,000 $1.08 111,389 direct
Footnotes
IDfootnote
f1 these transactions were effected pursuant to a rule 10b5-1 trading plan adopted by the reporting person on december 2, 2022.
f2 the price reported is a weighted average price. these shares were sold in multiple transactions at prices ranging from $35.32 to $36.19, 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) through (5) of this form 4.
f3 the price reported is a weighted average price. these shares were sold in multiple transactions at prices ranging from $36.34 to $37.33, inclusive.
f4 the price reported is a weighted average price. these shares were sold in multiple transactions at prices ranging from $37.48 to $38.46, inclusive.
f5 the price reported is a weighted average price. these shares were sold in multiple transactions at prices ranging from $38.48 to $39.47, inclusive.
f6 the shares underlying this option vest as follows: 25% of the shares vested on january 11, 2022, and the remainder have vested or shall vest over the next three years thereafter in equal monthly installments, subject to continued service to nuvalent, inc. through the applicable vesting date.
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