XRAY Director Adds 1,561 Phantom Shares in Form 4 Filing

Q: What did XRAY director Jonathan Mazelsky report in the latest Form 4?

He acquired 1,561.2862 phantom-stock units on 07/01/2025 under the deferred-compensation plan.

Q: Does the phantom-stock grant create dilution for Dentsply Sirona shareholders?

No. Phantom stock is settled in shares only after the director leaves the board, so no new shares are issued today.

Q: At what price were the phantom-stock units credited?

The reference price recorded was $16.01 per underlying common share.

Q: How many phantom-stock units does Mazelsky now hold in total?

After the grant, his total stands at 9,159.0102 units .

Q: Were any open-market purchases or sales of XRAY common stock reported?

No. The filing shows only a deferred-compensation acquisition ; no common shares were bought or sold.

[Form 4] SpringWorks Therapeutics, Inc. Insider Trading Activity

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Dentsply Sirona Inc. (XRAY) 鈥� Form 4 insider transaction

Director Jonathan Jay Mazelsky reported the acquisition of 1,561.2862 phantom-stock units on 1 July 2025 under the company鈥檚 Directors鈥� Deferred Compensation plan. Each unit is economically equivalent to one common share and will be settled in stock when the director leaves the board. The derivative units were credited at an indicative price of $16.01 per share, taking Mazelsky鈥檚 total deferred-compensation balance to 9,159.0102 units. No open-market cash purchase or sale of common shares was disclosed, and no changes were reported in non-derivative share ownership.

This filing signals continued alignment of the director鈥檚 long-term incentives with shareholder value but does not alter the public float or generate immediate dilution. As the grant stems from routine board compensation rather than an active investment decision, market impact is expected to be minimal.

Positive

Director increases deferred equity stake, enhancing alignment with shareholder interests without immediate dilution.
No shares sold; transaction reflects commitment rather than profit-taking.

Negative

None.

Insights

TL;DR: Routine deferred-comp grant; minor positive alignment, negligible market impact.

The Form 4 shows a standard quarterly credit to the director鈥檚 phantom-stock account. Because phantom stock is settled only upon board departure, no shares enter circulation today, eliminating dilution risk. The pricing at $16.01 merely reflects XRAY鈥檚 reference price at grant and carries no strike or conversion premium. Total holdings of roughly 9.2 k units represent <0.01 % of shares outstanding, an immaterial stake for valuation but a reasonable incentive for governance alignment. Overall, the transaction is neutral-to-slightly positive for investors as it reinforces long-term stewardship without cash outflow or signaling concerns.

07/02/2025 - 04:26 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Edris Badreddin

(Last)

(First)

(Middle)

C/O SPRINGWORKS THERAPEUTICS, INC.

100 WASHINGTON BLVD.

(Street)

STAMFORD

06902

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SpringWorks Therapeutics, Inc. [ SWTX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/01/2025		D⁽¹⁾		169,712⁽²⁾	D	⁽³⁾⁽⁴⁾	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Share Units	⁽⁵⁾	07/01/2025		D⁽¹⁾			33,778	⁽⁶⁾	⁽⁶⁾	Common Stock	33,778	⁽⁶⁾	0	D
Stock Option (Right to Buy)	$1.65	07/01/2025		D⁽¹⁾			3,868	⁽⁷⁾⁽⁸⁾	⁽⁷⁾⁽⁸⁾	Common Stock	3,868	⁽⁷⁾⁽⁸⁾	0	D
Stock Option (Right to Buy)	$2.3	07/01/2025		D⁽¹⁾			149,470	⁽⁷⁾⁽⁸⁾	⁽⁷⁾⁽⁸⁾	Common Stock	149,470	⁽⁷⁾⁽⁸⁾	0	D
Stock Option (Right to Buy)	$33.66	07/01/2025		D⁽¹⁾			100,000	⁽⁷⁾⁽⁸⁾	⁽⁷⁾⁽⁸⁾	Common Stock	100,000	⁽⁷⁾⁽⁸⁾	0	D
Stock Option (Right to Buy)	$27.64	07/01/2025		D⁽¹⁾			240,000	⁽⁷⁾⁽⁸⁾	⁽⁷⁾⁽⁸⁾	Common Stock	240,000	⁽⁷⁾⁽⁸⁾	0	D
Stock Option (Right to Buy)	$38.4	07/01/2025		D⁽¹⁾			120,000	⁽⁷⁾⁽⁸⁾	⁽⁷⁾⁽⁸⁾	Common Stock	120,000	⁽⁷⁾⁽⁸⁾	0	D
Stock Option (Right to Buy)	$43	07/01/2025		D⁽¹⁾			78,960	⁽⁷⁾⁽⁸⁾	⁽⁷⁾⁽⁸⁾	Common Stock	78,960	⁽⁷⁾⁽⁸⁾	0	D

Explanation of Responses:

1. This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2025 (the "Merger Agreement"), by and among the Issuer, Merck KGaA, Darmstadt, Germany, a German corporation with general partners ("Parent"), and EMD Holdings Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer effective as of July 1, 2025, with the Issuer surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

2. Includes 66,931 shares underlying restricted stock units (each, an "RSU") granted under the Issuer's 2019 Stock Option and Equity Incentive Plan (the "Plan"). Each RSU represents a contingent right to receive one share of Issuer common stock.

3. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock was cancelled and automatically converted into the right to receive $47.00 in cash, without interest and subject to any required tax withholding (the "Merger Consideration").

4. Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding RSU, whether vested or unvested, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the Merger Consideration payable with respect to such RSU multiplied by (ii) the total number of shares of Issuer common stock subject to such RSU immediately prior to the Effective Time (each a "Parent Cash-Based RSU Award"). Each Parent Cash-Based RSU Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such RSU immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based RSU Award will vest, subject to the applicable holder's continued employment with Parent through such date.

5. Represents restricted share units subject to performance-based vesting conditions (each, a "PSU") granted under the Plan. Each PSU represents a contingent right to receive one share of Issuer common stock.

6. Pursuant to the terms of the Merger Agreement, at the Effective Time, each outstanding PSU, whether vested or unvested, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the Merger Consideration payable with respect to such PSU multiplied by (ii) the total number of shares of Issuer common stock subject to any such PSU immediately prior to the Effective Time that vests based on the achievement of performance levels determined in accordance with the applicable PSU award agreement.

7. Pursuant to the terms of the Merger Agreement, at the Effective Time, each vested outstanding option to purchase shares of Issuer common stock immediately prior to the Effective Time, was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time. Each unvested option outstanding was cancelled and automatically converted into the right to receive an amount in cash, without interest and subject to any required tax withholding, equal to the product (rounded down to the nearest whole cent) of (i) the total number of shares of (Continued in footnote 8)

8. (Continued from footnote 7) Issuer common stock subject to such option immediately prior to the Effective Time and (ii) the excess, if any, of the Merger Consideration over the per share exercise price of the shares subject to such option award immediately prior to the Effective Time (each a "Parent Cash-Based Option Award"). Each Parent Cash-Based Option Award will generally vest in accordance with the vesting terms that applied to the corresponding portion of such option award immediately prior to the Effective Time; provided, that on the nine-month anniversary of the closing date of the Merger, 50% of each then-unvested tranche of each Parent Cash-Based Option Award will vest, subject to the applicable holder's continued employment with Parent through such date. Any outstanding option, whether vested or unvested, to purchase shares of Issuer common stock with an exercise price per share greater than $47.00 was cancelled at the Effective Time for no consideration or payment.

	/s/ Francis I. Perier, Jr. as Attorney-in Fact	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source:

FAQ

What did XRAY director Jonathan Mazelsky report in the latest Form 4?

He acquired 1,561.2862 phantom-stock units on 07/01/2025 under the deferred-compensation plan.

Does the phantom-stock grant create dilution for Dentsply Sirona shareholders?

No. Phantom stock is settled in shares only after the director leaves the board, so no new shares are issued today.

At what price were the phantom-stock units credited?

The reference price recorded was $16.01 per underlying common share.

How many phantom-stock units does Mazelsky now hold in total?

After the grant, his total stands at 9,159.0102 units.

Were any open-market purchases or sales of XRAY common stock reported?

No. The filing shows only a deferred-compensation acquisition; no common shares were bought or sold.

AG真人官方

[Form 4] SpringWorks Therapeutics, Inc. Insider Trading Activity

Insights

FAQ

What did XRAY director Jonathan Mazelsky report in the latest Form 4?

Does the phantom-stock grant create dilution for Dentsply Sirona shareholders?

At what price were the phantom-stock units credited?

How many phantom-stock units does Mazelsky now hold in total?

Were any open-market purchases or sales of XRAY common stock reported?

NASDAQ:SWTX

SWTX Rankings

SWTX Latest News

SWTX Latest SEC Filings

SWTX Stock Data

AG真人官方

Trending News

[Form 4] SpringWorks Therapeutics, Inc. Insider Trading Activity

Insights

Equity Compensation Analyst neutral

FAQ

What did XRAY director Jonathan Mazelsky report in the latest Form 4?

Does the phantom-stock grant create dilution for Dentsply Sirona shareholders?

At what price were the phantom-stock units credited?

How many phantom-stock units does Mazelsky now hold in total?

Were any open-market purchases or sales of XRAY common stock reported?

NASDAQ:SWTX

SWTX Rankings

SWTX Latest News

SWTX Latest SEC Filings

SWTX Stock Data