Stephen K. Brannan - 08 Feb 2024 Form 4 Insider Report for Karuna Therapeutics, Inc.

Role
Chief Medical Officer
Signature
/s/ Mia Kelley, Attorney-in-Fact
Issuer symbol
N/A
Transactions as of
08 Feb 2024
Net transactions value
-$1,338,921
Form type
4
Filing time
12 Feb 2024, 17:09:49 UTC
Previous filing
09 Jan 2024
Next filing
15 Feb 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KRTX Common Stock Options Exercise $13,625 +2,500 +6.5% $5.45* 41,150 08 Feb 2024 Direct F1
transaction KRTX Common Stock Options Exercise $559,850 +5,000 +12% $111.97 46,150 08 Feb 2024 Direct F1
transaction KRTX Common Stock Sale $1,321,721 -4,182 -9.1% $316.05 41,968 08 Feb 2024 Direct F1, F2
transaction KRTX Common Stock Sale $258,946 -818 -1.9% $316.56 41,150 08 Feb 2024 Direct F1, F3
transaction KRTX Common Stock Tax liability $331,728 -1,046 -2.5% $317.14 40,104 09 Feb 2024 Direct F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction KRTX Option (right to buy) Options Exercise $0 -2,500 -26% $0.000000 7,177 08 Feb 2024 Common Stock 2,500 $5.45 Direct F1, F5
transaction KRTX Option (right to buy) Options Exercise $0 -5,000 -11% $0.000000 39,604 08 Feb 2024 Common Stock 5,000 $111.97 Direct F1, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 14, 2023.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $315.50 to $316.47, 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 footnotes (2) and (3) to this Form 4.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $316.51 to $316.70, inclusive.
F4 Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the partial vesting of restricted stock units previously granted to the Reporting Person on February 9, 2023.
F5 This option vested as to 25% of the shares on the first anniversary of the vesting commencement date of March 1, 2017, with additional vesting as to 12.5% of the shares underlying the option award at the end of each six month period thereafter.
F6 This option vested as to 25% of the shares on the first anniversary of the vesting commencement date of February 16, 2022, with additional vesting as to 6.25% of the shares underlying the option award at the end of each three month period thereafter.