Pres. & Chief Exec. Officer Maetzold Derek J covered exercise/tax liability with 23,972 shares and converted options into 66,991 shares, increasing direct ownership by 62% to 112,702 units (SEC Form 4)
$CSTL
Medical Specialities
Health Care
| 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 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CASTLE BIOSCIENCES INC [ CSTL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/08/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 08/08/2025 | M | 66,991 | A | $0 | 136,674(1) | D | |||
| Common Stock | 08/08/2025 | F | 23,972 | D | $19.36 | 112,702 | D | |||
| Common Stock | 52,923 | I | By The Maetzold Descendants 2020 Trust(2) | |||||||
| Common Stock | 44,986 | I | By Derek Maetzold 2020 Irrevocable Trust(3) | |||||||
| Common Stock | 3,618 | I | By The Maetzold 2018 Remainder Trust FBO Emily Carol Kirk(4) | |||||||
| Common Stock | 3,615 | I | By The Maetzold 2018 Remainder Trust FBO Hannah Elizabeth Maetzold(5) | |||||||
| Common Stock | 3,615 | I | By The Maetzold 2018 Remainder Trust FBO John Derek Maetzold(6) | |||||||
| Common Stock | 3,615 | I | By The Maetzold 2018 Remainder Trust FBO Peter Douglas Maetzold(7) | |||||||
| Common Stock | 85,959 | I | By DJM Grantor Retained Annuity Trust No. 5(1)(8) | |||||||
| Common Stock | 18,718 | I | By DJM Grantor Retained Annuity Trust No. 6(1)(9) | |||||||
| Common Stock | 44,323 | I | By DJM Grantor Retained Annuity Trust No. 7(1)(10) | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance-Based Stock Unit | (11) | 08/08/2025 | M | 66,991 | (11) | (11) | Common Stock | 66,991 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. Reflects the transfers on July 11, 2025, of 36,907 shares of common stock from DJM Grantor Annuity Trust No. 5 and 7,416 shares of common stock from DJM Grantor Annuity Trust No. 6 to the Reporting Person's direct holdings, and the transfer on July 14, 2025, of 44,323 shares of common stock from the Reporting Person's direct holdings to DJM Grantor Annuity Trust No. 7. |
| 2. Held by The Maetzold Descendants 2020 Trust of which the Reporting Person's spouse is the trustee and the Reporting Person's spouse and their children are beneficiaries. |
| 3. Held by Derek Maetzold 2020 Irrevocable Trust of which the Reporting Person is the trustee and his children are beneficiaries. |
| 4. Held by The Maetzold 2018 Remainder Trust FBO Emily Carol Kirk of which the Reporting Person is the trustee and his child is the beneficiary. |
| 5. Held by The Maetzold 2018 Remainder Trust FBO Hannah Elizabeth Maetzold of which the Reporting Person is the trustee and his child is the beneficiary. |
| 6. Held by The Maetzold 2018 Remainder Trust FBO John Derek Maetzold of which the Reporting Person is the trustee and his child is the beneficiary. |
| 7. Held by The Maetzold 2018 Remainder Trust FBO Peter Douglas Maetzold of which the Reporting Person is the trustee and his child is the beneficiary. |
| 8. Held by DJM Grantor Retained Annuity Trust No. 5 of which the Reporting Person is the trustee and beneficiary. |
| 9. Held by DJM Grantor Retained Annuity Trust No. 6 of which the Reporting Person is the trustee and the beneficiaries are The Maetzold 2018 Remainder Trust FBO John Derek Maetzold, The Maetzold 2018 Remainder Trust FBO Emily Carol Kirk, The Maetzold 2018 Remainder Trust FBO Peter Douglas Maetzold and The Maetzold 2018 Remainder Trust FBO Hannah Elizabeth Maetzold. |
| 10. Held by DJM Grantor Retained Annuity Trust No. 7 of which the Reporting Person is the trustee and beneficiary. |
| 11. Each Performance-Based Stock Unit ("PSU") represents the right to receive one share of the Issuer's Common Stock. These PSUs represent the remaining 50% of the PSUs granted on December 23, 2022, which were all subject to time-based vesting and vested in full on the one-year anniversary of August 9, 2024. |
| Remarks: |
| /s/ Frank Stokes, Attorney-in-fact | 08/12/2025 | |
| ** 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. | ||