01/22/2026 | Press release | Distributed by Public on 01/22/2026 17:48
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (2) | 01/20/2026 | M | 2,500 | (5) | (5) | Common Stock | 2,500 | $ 0 | 0 | D | ||||
| Restricted Stock Units | (2) | 01/20/2026 | M | 10,447 | (6) | (6) | Common Stock | 10,447 | $ 0 | 10,447 | D | ||||
| Restricted Stock Units | (2) | 01/20/2026 | M | 16,219 | (7) | (7) | Common Stock | 16,219 | $ 0 | 16,219 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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SMITH J. JEFFERSON C/O PRECISION BIOSCIENCES, INC. 302 E. PETTIGREW STREET, SUITE A-100 DURHAM, NC 27701 |
Chief Research Officer | |||
| /s/ Dario Scimeca Attorney-in-fact for Jeff Smith | 01/22/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Represents the vesting of Restricted Stock Units ("RSUs") on January 20, 2026. |
| (2) | Each RSU represents a contingent right to receive one share of the Issuer's Common Stock. |
| (3) | Includes 3,413 shares acquired under the Issuer's 2019 Employee Stock Purchase Plan at a weighted average price per share of $5.74 |
| (4) | The sales were effected pursuant to a Rule 10b5-1 plan adopted on April 25, 2024. The transaction was a sell-to-cover, with shares only sold to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The Reporting Person did not sell or otherwise dispose of shares reported on this Form 4 for any reason other than to cover required taxes and fees. |
| (5) | On January 20, 2023 the Reporting Person was granted RSUs, which vested in three substantially equal annual installments beginning on January 20, 2024, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates. |
| (6) | On April 18, 2024 the Reporting Person was granted RSUs, which vest in three substantially equal annual installments beginning on January 20, 2025, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates. |
| (7) | On August 22, 2024 the Reporting Person was granted RSUs, which vest in three substantially equal annual installments beginning on January 20, 2025, subject to the Reporting Person's continued service to the Issuer through the applicable vesting dates. |