Anderson Karen M. 4

4 · Centessa Pharmaceuticals plc · Filed Mar 13, 2026

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Updated Mar 13, 2026

Centessa (CNTA) Karen M. Anderson Sells Shares, Exercises Options

What Happened

Karen M. Anderson, Chief People Officer at Centessa Pharmaceuticals (CNTA), exercised 109,398 stock options (code M) on 2026-03-13 at $4.01 per share (total cost ~$438,686) and sold a total of 120,029 shares in open-market transactions the same day for aggregate proceeds of about $3,150,673.
The sales were two blocks: 107,961 shares at a weighted average $26.15 (≈ $2,823,234) and 12,068 shares at a weighted average $27.13 (≈ $327,439). A separate derivative disposition line shows 109,398 shares at $0.00, reflecting the option conversion/settlement.

Key Details

Transaction date: March 13, 2026.
Option exercise: 109,398 shares acquired at $4.01 each (total ~$438,686).
Open-market sales: 107,961 shares @ weighted avg $26.15 (prices in range $25.75–$26.705) and 12,068 shares @ weighted avg $27.13 (prices in range $26.805–$27.455).
Total proceeds from sales: ≈ $3.15 million.
Sales effected pursuant to a Rule 10b5-1 trading plan adopted November 12, 2025 (footnote F2).
Footnote: Ordinary shares may be represented by American Depositary Shares (ADS), each currently representing one Ordinary Share (F1).
Shares owned after transaction: not stated in the provided filing excerpt.
Filing timeliness: report filed the same day (2026-03-13), no late filing indicated.

Context

The combination of an exercise (acquiring shares by paying the exercise price) and same-day open-market sales is consistent with an exercise followed by disposition of the resulting shares; this can function similarly to a cashless exercise but the Form 4 reports the exercise and the separate market sales. The reported sales were made under a pre-established 10b5-1 plan, which is a planned trading arrangement that can help insiders avoid claims of opportunistic timing.

Form 4

Period: 2026-03-13

Chief People Officer

Transactions

Exercise/Conversion
Ordinary Shares
[F1]
2026-03-13$4.01/sh+109,398$438,686→ 182,114 total
Sale
Ordinary Shares
[F1][F2][F3]
2026-03-13$26.15/sh−107,961$2,823,234→ 74,153 total
Sale
Ordinary Shares
[F1][F2][F4]
2026-03-13$27.13/sh−12,068$327,439→ 62,085 total
Exercise/Conversion
Share Option (right to buy)
[F5][F1]
2026-03-13−109,398→ 134,637 total
Exercise: $4.01Exp: 2032-12-01→ Ordinary Shares (109,398 underlying)

Footnotes (5)

[F1]The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
[F2]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 12, 2025.
[F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.75 to $26.705, 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.
[F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.805 to $27.455, 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.
[F5]25% of the shares subject to such option shall vest and become exercisable on December 1, 2023 and the remaining 75% of the shares subject to such option shall vest and become exercisable in 36 monthly installments on the first day of each month thereafter.

Signature

/s/ Raphael Deferiere, attorney-in-fact|2026-03-13

1 file