Howton David T 4
4 · Solid Biosciences Inc. · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
Solid Biosciences COO David Howton Sells Shares to Cover Taxes
What Happened
- David T. Howton, Chief Operating Officer of Solid Biosciences (SLDB), had vested equity convert to common stock and a portion of the resulting shares were sold to cover withholding taxes. On Feb 2, 2026 he sold 37,771 shares at a weighted average price of $6.44 for proceeds of $243,128. The sale was non‑discretionary under a preexisting sell‑to‑cover instruction.
- Related equity activity tied to the vesting/conversion: on Jan 29, 2026 and Jan 31, 2026 the filing shows conversions/exercises of derivative awards totaling 121,616 shares (79,341 and 42,275). The filing also reports awards/acquisitions of 210,200 and 105,100 shares (grants/RSU/PSU related) recorded at $0 consideration.
Key Details
- Transaction dates and prices:
- Jan 29, 2026: conversion/exercise of 79,341 derivative shares (reported $0 consideration).
- Jan 31, 2026: conversion/exercise of 42,275 derivative shares (reported $0 consideration).
- Feb 2, 2026: open‑market sale of 37,771 shares at a weighted avg price of $6.44 (range $6.295–$6.580), proceeds $243,128.
- Shares owned after transaction: Not specified in the data provided in your prompt.
- Notable footnotes:
- PSUs and RSUs convert one‑for‑one into common stock (F1, F2).
- The Feb 2 sale was a sell‑to‑cover for withholding taxes under an automatic instruction adopted Aug 16, 2024 (non‑discretionary) (F3).
- Price shown is a weighted average; sale prices ranged $6.295–$6.580 (F4).
- The PSU vesting that triggered part of this activity was the first milestone certified Jan 29, 2026 (25% vesting) from a June 11, 2024 PSU grant (F5).
- Newly reported option/RSU grants vest over four years with typical 25% first‑year vesting (F6, F7, F8).
- Filing timeliness: Form 4 filed Feb 2, 2026; based on the reported dates this appears to be filed within the normal Form 4 reporting window (not flagged as late).
Context
- The filing reflects award vesting and conversion of PSUs/RSUs into common shares, not an independent investment decision. The sale was to cover taxes (a routine cashless/sell‑to‑cover event), and was non‑discretionary. Derivative entries indicate exercises/conversions rather than a market purchase. For retail investors, purchases by insiders are generally more indicative of bullish sentiment; this filing primarily documents routine vesting and tax withholding.
Insider Transaction Report
Form 4
Howton David T
Chief Operating Officer
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-01-29+79,341→ 112,249 total - Exercise/Conversion
Common Stock
[F2]2026-01-31+42,275→ 154,254 total - Sale
Common Stock
[F3][F4]2026-02-02$6.44/sh−37,771$243,128→ 116,753 total - Exercise/Conversion
Performance Stock Units
[F1][F5]2026-01-29−79,341→ 0 total→ Common Stock (79,341 underlying) - Award
Employee Stock Option (Right to Buy)
[F6]2026-01-29+210,200→ 210,200 totalExercise: $6.60Exp: 2036-01-29→ Common Stock (210,200 underlying) - Award
Restricted Stock Units
[F2][F7]2026-01-29+105,100→ 105,100 total→ Common Stock (105,100 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F8]2026-01-31−42,275→ 126,825 total→ Common Stock (42,275 underlying)
Footnotes (8)
- [F1]Each performance stock unit ("PSUs") converts to common stock on a one-for-one basis.
- [F2]Each restricted stock unit ("RSUs") converts to common stock on a one-for-one basis.
- [F3]This sale was made to cover withholding taxes following the vesting of previously granted PSUs pursuant to a durable automatic sale instruction letter adopted by Mr. Howton on August 16, 2024 effecting the sell-to-cover election. The sale does not represent a discretionary trade by Mr. Howton.
- [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.295 to $6.580, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (4) to this Form.
- [F5]The PSUs were granted on June 11, 2024 and provide for the vesting of 25% of the target number of underlying RSUs granted upon the achievement of each of four independent performance milestones predetermined by the Board ("Performance Milestones"), subject to the grantee's continued service with the Company (the "Approval Conditions"). The Performance Milestones are tied to the achievement of certain business objectives, as certified by the Board on specified evaluation dates, and are non-market and non-financial in nature. The performance criteria specified for the first Performance Milestone was determined to be met on January 29, 2026 (the "2026 Grant Date") resulting in the vesting of the PSUs as to 25% of the underlying shares.
- [F6]This option was granted on the 2026 Grant Date and vests over four years, with 25% of the original number of shares vesting on the first anniversary of the 2026 Grant Date and 2.0833% of the original number of shares monthly thereafter until the fourth such anniversary.
- [F7]The RSUs were granted on the 2026 Grant Date and vest over four years, with 25% of the original number of shares vesting on each anniversary of the 2026 Grant Date until the fourth such anniversary.
- [F8]On January 31, 2025 (the "2025 Grant Date"), the reporting person was granted 169,100 RSUs, with 25% of the original number of shares vesting on each anniversary of the 2025 Grant Date until the fourth such anniversary.
Signature
/s/ Kimberly Cornwell as attorney-in-fact for David Tyronne Howton|2026-02-02