When SCTX insiders can sell

Scribe Therapeutics, Inc. · IPO prospectus filed 2026-07-27 · Single cliff · 180-day lock-up

Scheduled lock-up expiry
2027-01-23

That is the calendar date the clause computes to, counted from the prospectus date. It is the only date computable without knowing a future earnings date, which is why everything that could pull it earlier is printed below it on this page rather than folded into it.

The lock-up clause, in the issuer's words

Every other free lock-up calendar tells you 180 days and moves on. This is the actual sentence the date above was computed from, so that if the words do not support the number, the number is wrong and the filing is one click away.

The lock-up agreements pertaining to this offering will expire 180 days from the date of this prospectus. However, Leerink Partners LLC and Goldman Sachs & Co. LLC may, in their sole discretion, permit our officers, directors and other current stockholders who are subject to the contractual lock-up to sell shares prior to the expiration of the lock-up agreements. After the lock-up agreements expire, the shares of common stock subject to these lock-up agreements will be eligible for sale in the public market, unless held by our officers, directors and their affiliated entities, in which case such shares will be subject to volume limitations under Rule 144 under the Securities Act of 1933, as amended, or the Securities Act.

Where the share count comes from

The prospectus never prints the number of shares coming free, and nothing in it lets the figure be derived. That is why this deal carries no flow math.

Shares outstanding after the offering8,497,386
Shares sold in the offering8,580,000
Underwriters' over-allotment option1,287,000

Exceptions written into the lock-up (4)

Each of these is a route by which SCTX shares can move before 2027-01-23. The 10b5-1 carve-out is the one worth reading twice: it lets insiders put a selling plan in place during the lock-up, so the first sales can be automatic and immediate rather than discretionary and later.

  • 10b5-1 plan
  • estate planning or family transfer
  • directed share program participants
  • option exercise or RSU settlement
10b5-1 plan
Rule 10b5-1 Plans Our directors, officers and key employees may adopt written plans, known as Rule 10b5-1 plans, in which they will contract with a broker to buy or sell shares of our common stock on a periodic basis. Under a Rule 10b5-1 plan, a broker executes trades under parameters established by the director or officer when entering into the plan, without further direction from the director or officer. The director or officer may amend or terminate a Rule 10b5-1 plan, subject to certain requirements.
estate planning or family transfer
…ors), certain other healthcare professionals (such as physician assistants and nurse practitioners), and teaching hospitals, as well as ownership and investment interests held by the physicians described above and their immediate family members, with the information made publicly available on a searchable website; analogous state and foreign laws and regulations, such as state anti-kickback and false claims laws, that may apply to sales or marketing arrangements and claims involving healthcare items or services reimbursed by non-governmental third-party payors, including private insurers; and certain state laws that require pharmace…
directed share program participants
…nal shares of common stock that the underwriters have an option to purchase), for sale at the initial public offering price to certain of our directors, officers, employees and other persons associated with us through a directed share program. See "Underwriting—Directed Share Program" for additional information. The underwriters expect to deliver the shares of common stock to purchasers on or about July 27, 2026. Leerink Partners Goldman Sachs & Co. LLC Guggenheim Securities Wells Fargo Securities July 23, 2026 Table of Contents TABLE OF CONTENTS Page Prospectus Summary 1 The Offering 14 Summary Financial Data 17 Risk Factors 19 Spe…
option exercise or RSU settlement
…giving effect to (i) the Preferred Stock Conversion, (ii) the Warrant Conversion and (iii) the Note Conversion, each as defined and described below), and excludes: 1,180,162 shares of our common stock issuable upon the exercise of stock options to purchase shares of our common stock outstanding as of March 31, 2026 under our 2018 Stock Incentive Plan, or the 2018 Plan, at a weighted-average exercise price of $7.18 per share; 17,560 shares of our common stock issuable upon the exercise of stock options to purchase shares of our common stock granted after March 31, 2026 under our 2018 Plan, with a weighted-average exercise price of $…

What we could not establish

SCTX is read but not publishable: the prospectus does not state how many shares come free. So there is no absorb-day figure on this page and no call, and there will not be one until the number exists in a filing.

The common case is a prospectus that says "substantially all" of the locked shares become eligible for sale without ever printing a count. The clause above is quoted in full so you can see that for yourself. An estimate presented with a filing link beside it would read as a filing figure, and that is worse than an admission — it is the one failure mode a reader cannot detect.

How this reading of SCTX could be wrong

The lock-up period is restated 3 times in this prospectus. Issuers repeat the clause on the cover, in the summary, in the risk factors and in the underwriting section, and the wording is not always identical. The parser resolved them to one period; if a reader finds a restatement that disagrees, the quote above is the one it used.

The volume is a vendor's, not ours. SCTX is not in our own price table, so average daily volume comes from yahoo-finance2 daily bars (symbol not in our price table). Vendor bars for recently listed symbols are the ones most likely to be wrong.

Only 20 sessions of volume history. This is a recent IPO, and early volume is dominated by the offering itself. An average over 20 sessions of a stock that has barely traded is the weakest input on the page, and absorb days inherits every bit of that weakness.

The parser can misread a filing. That is why every number here is printed next to the words it came from. Earlier versions of this parser read the underwriters' 30-day over-allotment window as a 30-day lock-up on five deals, and double-counted one issuer's share total because the offering summary appears on both the cover and in the summary section.

Also unlocking in 2027-01 (4)

Lock-ups cluster, because IPOs cluster: these priced in the same window as SCTX and come free in the same month. Several heavy releases landing together is a different situation from one.

DealExpiryShares freeAbsorb days
CSQR
Csquare, Inc.
2027-01-12105.0M50.6 sessions
STDN
Standard Nuclear, Inc.
2027-01-12150.7M631 sessions
REF
Reformation Inc.
2027-01-2649.6M108 sessions
APMD
Apnimed, Inc.
2027-01-27——

Learn to read these clauses yourself

The flow arithmetic on this page — shares unlocking divided by average daily volume, and why the clause has to be read rather than assumed — taught step by step, free.

Lesson 6 →

Radar built 2026-11-07 from EDGAR full-text search over 424B4 filings · all 80 parsed lock-ups and the scoreboard · SCTX's prospectus on EDGAR · what funds carried these companies at before listing