Cleary Chris 4

What Happened

• Chris Cleary, a director of Orchestra BioMed (OBIO), was granted a derivative award covering 42,553 shares on 2026-06-23 (reported at $0.00). The filing also shows 3,510 shares were withheld on 2026-06-24 to satisfy tax withholding related to vested RSUs (reported disposition at $0.00). No cash proceeds were reported for the withheld shares.

Key Details

• Transaction dates and reported prices:
  • 2026-06-23: Grant/award (derivative) — 42,553 shares @ $0.00 (Acquired)
  • 2026-06-24: Tax withholding for RSU vesting — 3,510 shares @ $0.00 (Disposed)
• Reported monetary values on the Form 4 are $0 for both transactions (typical for grants/withholdings as reported).
• Shares owned following the transactions: not specified in the filing.
• Footnotes:
  • F1: The 3,510-share disposition represents shares withheld by the issuer to satisfy tax withholding for vested RSUs; no market sale occurred.
  • F2: The 42,553-share grant consists of stock options that will vest on the one‑year anniversary of the 6/23/2026 grant, subject to Cleary's continued service.
• Filing timeliness: Form filed 2026-06-25 for transactions on 6/23–6/24/2026 — filed within the typical two-business-day window (i.e., appears timely).

Context

• The 3,510-share action was a tax withholding event (not a sale), so it doesn't indicate immediate market-selling by the insider.
• The 42,553-share entry is a derivative grant (options) that vest in one year if service conditions are met; these are not immediate share purchases and do not provide immediate liquidity.