SEC Form 4 · accession 0002071953-26-000007
Caris Life Sciences, Inc. · CAI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Baxley Spetzler
Officer — President
Period of report
Sep 3, 2026
Accepted (ET)
Sep 4, 2026 · 4:59 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0002019410
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 3, 2026 | M | 1,000,000 | $2.44 | A | 1,530,083 | D | |
| Common StockF1,F2 | Sep 3, 2026 | S | 393,100 | $24.7604 | D | 1,136,983 | D | |
| Common StockF1,F3 | Sep 3, 2026 | S | 84,900 | $25.3201 | D | 1,052,083 | D | |
| Common Stock | Sep 4, 2026 | M | 250,000 | $2.44 | A | 1,302,083 | D | |
| Common StockF1,F4 | Sep 4, 2026 | S | 119,212 | $24.7552 | D | 1,182,871 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF5,F6 | $2.44 | Sep 3, 2026 | M | 1,000,000 | D | — | Sep 12, 2026 | Common Stock | 1,000,000 | 250,000 | D |
| Stock OptionF5,F6 | $2.44 | Sep 4, 2026 | M | 250,000 | D | — | Sep 12, 2026 | Common Stock | 250,000 | 0 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effected pursuant to a broker-assisted sell-to-cover exercise of fully vested stock options scheduled to expire on September 12, 2026. The shares were sold solely to cover the aggregate exercise price and applicable tax withholding obligations. The Reporting Person retained all remaining shares acquired upon exercise.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.3200 to $25.3100, inclusive. The reporting person undertakes to provide to Caris Life Sciences, Inc., any security holder of Caris Life Sciences, Inc., 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 set forth in this footnote.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.3200 to $25.3300, inclusive. The reporting person undertakes to provide to Caris Life Sciences, Inc., any security holder of Caris Life Sciences, Inc., 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 set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.5550 to $25.1200, inclusive. The reporting person undertakes to provide to Caris Life Sciences, Inc., any security holder of Caris Life Sciences, Inc., 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 set forth in this footnote.
- F5Exercise of stock options before their expiration date.
- F6The stock option is fully vested and exercisable.
Remarks
President