Mineralys Therapeutics, Inc.
For the period ended Sep 30, 2026. Filed Nov 4, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 4, 2026
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Item 5. Other Information
During the three months ended September 30, 2026, the following directors and officers (as defined in Rule 16a-1(f) of the Exchange Act), as well as entities whose holdings are reported as indirectly beneficially owned by one of our directors, adopted contracts, instructions, or written plans for the purchase or sale of our securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act. No director, officer, or such entity terminated a Rule 10b5-1 trading arrangement oradopted orterminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the three months ended September 30, 2026. The material terms of these Rule 10b5-1 trading arrangements are described below:
| Name and Title · Action Taken · Type of Trading Arrangement · Nature of Trading Arrangement · Duration of Trading Arrangement · Number of Securities | |||||||
|---|---|---|---|---|---|---|---|
| Samsara BioCapital, L.P. (1) | Adopted September 4, 2026 | Rule 10b5-1(c) trading arrangement | Sale of the Company’s common stock pursuant to the terms of the plan | December 7, 2026 to December 6, 2027 | 1,056,556 | ||
| Samsara Opportunity Fund, L.P. (1) | Adopted September 4, 2026 | Rule 10b5-1(c) trading arrangement | Sale of the Company’s common stock pursuant to the terms of the plan | December 7, 2026 to December 6, 2027 | 117,648 | ||
| Jon Congleton, President, Chief Executive Officer, and Director | Adopted September 25, 2026 | Rule 10b5-1(c) trading arrangement | Sale of the Company’s common stock pursuant to the terms of the plan | February 22, 2027 to December 30, 2030 | (2) | 140,900 | (3) |
| Adam Levy, Chief Financial Officer | Adopted September 25, 2026 | Rule 10b5-1(c) trading arrangement | Sale of the Company’s common stock pursuant to the terms of the plan | February 22, 2027 to December 30, 2030 | (2) | 39,900 | (3) |
| Adam Levy, Chief Financial Officer | Adopted September 25, 2026 | Rule 10b5-1(c) trading arrangement | Sale of the Company’s common stock pursuant to the terms of the plan | February 24, 2027 to December 31, 2027 | 9,975 | (4) | |
| Eric Warren, Chief Commercial Officer | Adopted September 25, 2026 | Rule 10b5-1(c) trading arrangement | Sale of the Company’s common stock pursuant to the terms of the plan | February 22, 2027 to December 30, 2030 | (2) | 38,400 | (3) |
(1)Srinivas Akkaraju, amember of the Company’s board of directors, may be deemed to beneficially own the shares held by Samsara BioCapital, L.P. and Samsara Opportunity Fund, L.P. through his voting and investment power over such shares. Samsara BioCapital GP, LLC is the sole general partner of Samsara BioCapital, L.P., and Samsara Opportunity Fund GP, LLC is the sole general partner of Samsara Opportunity Fund, L.P. Dr. Akkaraju is the managing member of each of Samsara BioCapital GP, LLC and Samsara Opportunity Fund GP, LLC. As a result, the shares held by Samsara BioCapital, L.P. and Samsara Opportunity Fund, L.P. are reported by Dr. Akkaraju as indirectly beneficially owned securities for purposes of Section 16 of the Exchange Act.
(2)This Rule 10b5-1 trading arrangement is intended solely to facilitate sales of shares necessary to satisfy tax withholding obligations arising in connection with the vesting of restricted stock units pursuant to Rule 10b5-1(c)(ii)(D)(3).
(3)Represents the maximum number of shares that may be sold pursuant to the Rule 10b5-1 trading arrangement. Actual sales are expected to be significantly lower because the arrangement is designed solely to permit sales sufficient to satisfy tax withholding obligations arising upon the vesting of applicable restricted stock unit awards through December 30, 2030.
(4)Represents the maximum number of shares that may be sold pursuant to this Rule 10b5-1 trading arrangement. To the extent shares subject to Mr. Levy’s other Rule 10b5-1 trading arrangement are not sold pursuant to that arrangement, such shares may become eligible for sale pursuant to this trading arrangement.
Item 6. Exhibits
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