Fain Eric S 4

What Happened

• Eric S. Fain, a director of Orchestra BioMed Holdings, was granted equity awards on June 23, 2026: 17,327 restricted stock units (RSUs) and a derivative award of 21,277 shares (stock options). Both awards show an acquisition price of $0.00 (no cash paid). On June 24, 2026, 4,261 shares were withheld by the company to satisfy tax-withholding obligations related to RSU vesting; no shares were sold in the open market.

Key Details

• Transaction dates and codes: Grants on 2026-06-23 (code A); tax withholding on 2026-06-24 (code F). Report filed 2026-06-25.
• Prices and values: All grants recorded at $0.00 per share (typical for RSUs/options); withholding disposition also recorded at $0.00—no cash proceeds reported.
• Vesting: RSUs vest one year after the June 23, 2026 grant (subject to continued service). The stock options likewise vest on the one-year anniversary, per footnotes.
• Tax withholding: 4,261 shares were withheld by the issuer to satisfy tax obligations; the filing notes no market sale of shares for withholding.
• Shares owned after the transaction: Not specified in the provided filing.
• Timeliness: Filing appears timely (transaction 6/23, Form 4 filed 6/25).

Context

• These transactions are grants/awards, not open-market purchases or sales. RSUs are a contingent right to receive shares at vesting; the option award is a derivative that vests in one year. The withholding of shares to cover taxes is a common administrative action and does not indicate a sale by the insider in the market.