Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-23-026976
Date:2023-05-01
Issuer: NUVALENT, INC. (NUVL)
Original Submission Date:

Reporting Person:

MILLER DEBORAH ANN
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 900 a $6.89 900 direct
CLASS A COMMON STOCK 2023-05-01 S 900 d $39.61 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) 6.89 2023-05-01 deemed execution date M 900 (d) 2031-04-29 class a common stock 900 $6.89 212,270 direct
Footnotes
IDfootnote
f1 these transactions were effected pursuant to a rule 10b5-1 trading plan adopted by the reporting person on october 22, 2021.
f2 the price reported is a weighted average price. these shares were sold in multiple transactions at prices ranging from $39.60 to $39.66, 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.
f3 the shares underlying this option vest as follows: 25% of the shares vested on april 15, 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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