Cummings Keith Lamont 4

What Happened
Keith Cummings, Chief Financial Officer of Pliant Therapeutics (PLRX), reported a sale of 24,002 shares of common stock. The reported transaction lists a weighted average price of $1.28 per share for total proceeds of $30,723. The filing states the sale was a nondiscretionary transaction under a Rule 10b5-1 plan and was executed to satisfy tax withholding obligations related to the vesting of previously granted restricted stock units (RSUs).

Key Details

• Transaction date: 2026-01-20 (report filed 2026-01-22). Transaction code: S (Sale).
• Reported price and proceeds: 24,002 shares at a weighted average price of $1.28; total $30,723. Broker sales ranged from $1.245 to $1.33 (Jan 20–22) per footnote.
• Purpose: Nondiscretionary sale under a 10b5-1 plan to satisfy withholding tax on vested RSUs (footnote F1). The filing notes the broker sold shares on behalf of a group of employees, including the reporting person.
• Ownership after transaction: Not specified in the provided summary of the Form 4.
• Additional note: Footnote F2 states 1,958 shares were acquired under an Employee Stock Purchase Plan (ESPP).
• Timeliness: Filed two days after the transaction date (appears timely under Form 4 rules).

Context
The filing indicates this was a planned, nondiscretionary sale to cover tax obligations on vested RSUs rather than an opportunistic open-market trade. Sales made under withholding or Rule 10b5-1 plans are common for covering taxes and do not, by themselves, imply a change in the insider’s view of the company.