GRAYZEL DAVID S. 4

4 · Q32 Bio Inc. · Filed Jan 30, 2026

AI-generated summary of this filing

Updated Jan 31, 2026

Q32 Bio (QTTB) Director David S. Grayzel Receives Option Award

What Happened

David S. Grayzel, a director of Q32 Bio, was granted a stock option award for 16,363 shares with an exercise price of $2.75 per share, representing an aggregate grant value of $44,998. This was a derivative award (options), not an immediate stock purchase or sale.

Key Details

Transaction date: 2026-01-15; Filing date (reported to SEC): 2026-01-30 (filed late; administrative oversight noted).
Award: 16,363 stock options; Exercise price: $2.75 per share; Reported value: $44,998.
Vesting: The options vest in four equal quarterly installments on the last day of each calendar quarter, subject to continued service.
Ownership after transaction: Not disclosed in the filing.
Notable footnotes:
- F1: Award granted under the 2024 Stock Option and Incentive Plan and the non-employee director compensation policy; elected in lieu of cash retainer; initial non-reporting due to administrative oversight.
- F2: Any proceeds from sale of shares issued on exercise will be transferred to Atlas Venture Life Science Advisors, LLC; Grayzel disclaims ownership for Section 16 purposes except for any pecuniary interest.

Context

This filing documents an option grant (a derivative award). No exercise or sale occurred at the time of the report, so no immediate change in shareholding or cash proceeds. The late filing was attributed to administrative oversight and was disclosed in the footnote.

Form 4

Period: 2026-01-15

Director

Transactions

Award
Stock Option (Right to Buy)
[F1][F2]
2026-01-15$2.75/sh+16,363$44,998→ 16,363 total
Exercise: $3.60Exp: 2036-01-14→ Common Stock (16,363 underlying)

Footnotes (2)

[F1]This option was granted to the Reporting Person, a director of the Issuer pursuant to the 2024 Stock Option and Incentive Plan and pursuant to the Issuer's non-employee director compensation policy. This option shall vest in four equal quarterly installments as of the last date of each calendar quarter subject to the Reporting Person's continued service through such date and represents the Reporting Person's election to receive stock options in lieu of cash retainer fees. Due to administrative oversight this option award initially was not reported.
[F2]This option was granted to the Reporting Person, a director of the Issuer. The proceeds of any sale of shares of common stock issued to the Reporting Person upon exercise of this option will be transferred to Atlas Venture Life Science Advisors, LLC and as such, the Reporting Person disclaims ownership of such securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest therein, if any.

Signature

/s/ Eric Bell, Attorney-in-Fact|2026-01-30

1 file