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Form 3 Nuvalent, Inc. For: Mar 16 Filed by: Lane Benjamin

March 20, 2026 4:31 PM
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Lane Benjamin

(Last) (First) (Middle)
C/O NUVALENT, INC.
ONE BROADWAY, 14TH FLOOR

(Street)
CAMBRIDGE MA 02142

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2026
3. Issuer Name and Ticker or Trading Symbol
Nuvalent, Inc. [ NUVL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock 40,868 (1)
D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) (2) 01/04/2032 Class A Common Stock 731 18.93 D
Stock Option (Right to Buy) (3) 08/01/2032 Class A Common Stock 8,333 14.4 D
Stock Option (Right to Buy) (4) 01/06/2033 Class A Common Stock 17,848 27.85 D
Stock Option (Right to Buy) (5) 01/05/2034 Class A Common Stock 15,052 72.35 D
Stock Option (Right to Buy) (6) 01/06/2035 Class A Common Stock 12,025 78.09 D
Stock Option (Right to Buy) (7) 01/07/2036 Class A Common Stock 8,000 106.82 D
Explanation of Responses:
1. Includes (i) 6,733 shares of Nuvalent, Inc. Class A Common Stock issuable under restricted stock units ("RSUs") granted on January 5, 2024, (ii) 5,200 shares of Nuvalent, Inc. Class A Common Stock issuable under RSUs granted on January 6, 2025, and (iii) 8,000 shares of Nuvalent, Inc. Class A Common Stock issuable under RSUs granted on January 7, 2026. Each RSU represents the right to receive one share of Nuvalent, Inc. Class A Common Stock. The RSUs vest in three equal annual installments following the applicable grant date, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
2. The shares underlying this option are fully vested.
3. The shares underlying this option vest as follows: 25% of the 50,000 shares originally underlying the option vested on August 1, 2023 and the remainder have vested or shall vest over the three years thereafter in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
4. The 65,900 shares originally underlying this option have vested or shall vest over the four years following January 6, 2023 in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
5. The 28,900 shares originally underlying this option have vested or shall vest over the four years following January 5, 2024 in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
6. The 15,600 shares originally underlying this option have vested or shall vest over the four years following January 6, 2025 in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
7. The shares underlying this option have vested or shall vest over the four years following January 7, 2026 in equal monthly installments, subject to continued service to Nuvalent, Inc. through the applicable vesting date.
Remarks:
Chief Technical Operations Officer
Exhibit 24: Power of Attorney
/s/ Nathan N. McConarty, attorney-in-fact 03/20/2026
** 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.
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ATTACHMENTS / EXHIBITS

EX-24

Categories

SEC Filings