Nicholas A.j. Botwood - 12 May 2025 Form 3 Insider Report for Syndax Pharmaceuticals Inc (SNDX)

Role: Head of R&D, CMO
Signature: /s/ Michael A. Metzger, Attorney-in-Fact
Issuer symbol: SNDX
Transactions as of: 12 May 2025
Net transactions value: $0
Form type: 3
Filing time: 16 May 2025, 16:16:07 UTC
Next filing: 19 May 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Botwood Nicholas A.J.	Head of R&D, CMO	730 THIRD AVENUE, FLOOR 9, NEW YORK	/s/ Michael A. Metzger, Attorney-in-Fact	16 May 2025	0002066784

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	SNDX	Common Stock						23,400	12 May 2025	Direct	F1

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
holding	SNDX	Stock Options (Right to Buy)							12 May 2025	Common Stock	215,000	$13.82	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Award of RSUs, representing the right to receive one share of Common Stock for each RSU. The number of shares of Common Stock acquired upon vesting of the RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, subject to the Reporting Person's continued service as an employee, consultant, director or officer of the Company.
F2	Twenty-five percent (25%) of the total number of shares will vest on the one (1) year anniversary of the Vesting Commencement Date and one forty-eighth (1/48th) of the shares of Common Stock subject to the Option shall vest monthly thereafter during the recipient's continued service as an employee, consultant, director or officer of the Company over the following thirty-six (36) months, until all of the shares subject to the Option are fully vested.

Content

Award of RSUs, representing the right to receive one share of Common Stock for each RSU. The number of shares of Common Stock acquired upon vesting of the RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, subject to the Reporting Person's continued service as an employee, consultant, director or officer of the Company.

Twenty-five percent (25%) of the total number of shares will vest on the one (1) year anniversary of the Vesting Commencement Date and one forty-eighth (1/48th) of the shares of Common Stock subject to the Option shall vest monthly thereafter during the recipient's continued service as an employee, consultant, director or officer of the Company over the following thirty-six (36) months, until all of the shares subject to the Option are fully vested.