Solid Biosciences Inc.·4

Feb 2, 8:15 PM ET

Hanrahan Jessie 4

4 · Solid Biosciences Inc. · Filed Feb 2, 2026

Research Summary

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Solid Biosciences (SLDB) Chief Regulatory Officer Jessie Hanrahan Sells Shares

What Happened
Jessie Hanrahan, Chief Regulatory Officer of Solid Biosciences (SLDB), sold 26,535 common shares in an open-market "sell-to-cover" transaction on Feb 2, 2026 for total proceeds of $170,803 (weighted average price $6.44). Those shares were sold to cover withholding taxes following the vesting/conversion of previously granted performance stock units (PSUs) and restricted stock units (RSUs). Earlier, Hanrahan had PSUs/RSUs convert or vest into common stock on Jan 29, 2026 (54,925 shares) and Jan 31, 2026 (27,625 shares), and the filing also reports new awards granted on Jan 29, 2026 (190,000 and 95,000 derivative awards).

Key Details

  • Transaction dates: PSU/RSU conversions on 2026-01-29 (54,925 shares) and 2026-01-31 (27,625 shares); open-market sale on 2026-02-02 (26,535 shares).
  • Sale price(s): weighted average $6.44; prices in the sale ranged from $6.295 to $6.580. Total reported proceeds: $170,803.
  • Awards/grants: two derivative awards reported on 2026-01-29 (190,000 and 95,000 units) that vest over time per the filing.
  • Footnotes of note: F3 — the Feb 2 sale was a sell-to-cover to satisfy tax withholding and was not a discretionary trade; F1 — PSUs convert one-for-one into common stock; F5 — the Jan 29 PSU vesting represented 25% of the PSU target due to certification of a performance milestone. Vesting schedules for the new grants/options are described in the filing (see F6–F8).
  • Shares owned after these transactions: not specified in the provided excerpt of the filing.
  • Timeliness: Form 4 was filed on Feb 2, 2026 and covers transactions dated Jan 29–Feb 2, 2026; the filing appears timely under the Form 4 reporting deadline.

Context
The derivative entries reflect vested/converting equity awards (PSUs/RSUs and an option grant), not open-market purchases. The sale was a routine sell-to-cover to pay withholding taxes after vesting (per the durable automatic sale instruction), so it does not represent a discretionary directional bet on the stock. For retail investors, outright purchases by insiders are generally considered stronger bullish signals than routine tax-covering sales.

Insider Transaction Report

Form 4
Period: 2026-01-29
Hanrahan Jessie
Chief Regulatory Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-01-29+54,92581,585 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-01-31+27,625109,210 total
  • Sale

    Common Stock

    [F3][F4]
    2026-02-02$6.44/sh26,535$170,80382,675 total
  • Exercise/Conversion

    Performance Stock Units

    [F1][F5]
    2026-01-2954,9250 total
    Common Stock (54,925 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    [F6]
    2026-01-29+190,000190,000 total
    Exercise: $6.60Exp: 2036-01-29Common Stock (190,000 underlying)
  • Award

    Restricted Stock Units

    [F2][F7]
    2026-01-29+95,00095,000 total
    Common Stock (95,000 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F8]
    2026-01-3127,62582,875 total
    Common Stock (27,625 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 Dr. Hanrahan on August 16, 2024 effecting the sell-to-cover election. The sale does not represent a discretionary trade by Dr. Hanrahan.
  • [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 110,500 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 Jessie Hanrahan|2026-02-02

Documents

1 file
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    ownership.xmlPrimary

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