Humacyte, Inc.
For the period ended Jun 30, 2025. Filed Aug 11, 2025.
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Jun 30, 2025 · Filed Aug 11, 2025
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Item 5. Other Information
Director and Officer Trading Arrangements
On April 14, 2025, Dale Sander, the Company’s Chief Financial Officer, terminated a trading arrangement for the sale of Common Stock that is intended to satisfy the affirmative defense conditions provided by Rule 10b5-1(c) under the Exchange Act. (a “10b5-1 Plan”) that was adopted on September 13, 2024 (the “2024 Sander 10b5-1 Plan”). The 2024 Sander 10b5-1 Plan provided for the sale of up to 189,860 shares of Common Stock, and would have expired on September 12, 2025 if not earlier terminated. As of the date of termination, Mr. Sander had not sold any shares of Common Stock pursuant to the terms of the 2024 Sander 10b5-1 Plan.
On May 12, 2025, a 10b5-1 Plan that Yang (Cindy) Cao, the Company’s Chief Regulatory Officer, adopted on May 14, 2024 (the “2024 Cao 10b5-1 Plan”) automatically terminated. The 2024 Cao 10b5-1 Plan provided for the sale of up to 18,503 shares of Common Stock. As of the date of termination, Dr. Cao had not sold any shares of Common Stock pursuant to the terms of the 2024 Cao 10b5-1 Plan.
On May 20, 2025, Dr. Caoadopted a 10b5-1 Plan (the “2025 Cao 10b5-1 Plan”). The 2025 Cao 10b5-1 Plan provides for a first possible trade date of August 18, 2025 and terminates automatically on the earlier of the execution of all trades contemplated by the 2025 Cao 10b5-1 Plan, or May 20, 2026. The 2025 Cao 10b5-1 Plan provides for the sale of up to 41,944 shares of Common Stock pursuant to its terms.
On April 20, 2025, William (B.J.) Scheessele, the Company’s Chief Commercial Officer, terminated a 10b5-1 Plan that was adopted on September 12, 2024 (the “2024 Scheessele 10b5-1 Plan”). The 2024 Scheessele 10b5-1 Plan provided for the exercise of options to purchase up to 89,050 shares of Common Stock and the related sale of up to 85,900 shares of Common Stock. As of the date of termination, Mr. Scheessele had not sold any shares of Common Stock pursuant to the terms of the 2024 Scheessele 10b5-1 Plan.
On June 12, 2025, Mr. Scheessele adopted a 10b5-1 Plan (the “2025 Scheessele 10b5-1 Plan”). The 2025 Scheessele 10b5-1 Plan provides for a first possible trade date of September 11, 2025 and terminates automatically on the earlier of the execution of all trades contemplated by the 2025 Scheessele 10b5-1 Plan, or June 12, 2026. The 2025 Scheessele 10b5-1 Plan provides for the exercise of options to purchase up to 89,050 shares of Common Stock and the related sale of up to 85,900 shares of Common Stock pursuant to its terms.
Other than as disclosed above, during the three months ended June 30, 2025, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted orterminated any “Rule 10b5-1 trading arrangement” or any “non Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
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