Solid Biosciences Inc.·4

Feb 2, 8:16 PM ET

Cumbo Alexander 4

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

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Solid Biosciences (SLDB) CEO Alexander Cumbo Sells 80,258 Shares

What Happened
Alexander Cumbo, President, CEO and a director of Solid Biosciences (SLDB), sold 80,258 common shares in an open‑market transaction on Feb 2, 2026 for a weighted average price of $6.44, generating $516,613. Around the same time (Jan 29 and Jan 31, 2026) Cumbo converted/exercised derivative awards: 169,401 shares on Jan 29 and 100,400 shares on Jan 31, and received award grants on Jan 29 totaling 764,750 units (509,850 and 254,900). Many of these entries reflect PSU/RSU conversions and option activity rather than independent cash purchases.

Key Details

  • Transaction dates: Jan 29, 2026 (derivative conversions and awards), Jan 31, 2026 (derivative conversion), Feb 2, 2026 (open‑market sale).
  • Sale price/value: weighted average $6.44; gross proceeds reported $516,613. Sales occurred at prices ranging $6.295–$6.580 (per filing footnote).
  • Shares involved: 80,258 shares sold; conversions/exercises totaling 269,801 shares (169,401 + 100,400); awards granted on Jan 29 totaling 764,750 units.
  • Reason for sale: sell‑to‑cover to satisfy withholding taxes after PSU vesting (durable automatic sell‑to‑cover instruction adopted Aug 18, 2024). The filing states the sale was not a discretionary trade. (See footnote F3.)
  • Derivative/award details: PSUs convert 1:1 to common stock (F1); RSUs convert 1:1 (F2); a performance milestone certified Jan 29, 2026 caused 25% of certain PSUs to vest (F5). Option and RSU grants vest over four years (F6, F7).
  • Shares owned after transaction: not specified in the provided excerpt.
  • Filing timeliness: no late filing flag indicated in the excerpt.

Context

  • Codes: S = sale, M = exercise/conversion of derivative, A = grant/award. The Jan conversions reflect settlement/vesting of equity derivatives (PSUs/RSUs or option conversions), not a market purchase.
  • The open‑market sale was a routine sell‑to‑cover tied to tax withholding after awards vested rather than an independent, discretionary sale by the CEO. Such transactions commonly reflect tax logistics rather than a signal of sentiment.
  • If you want the precise per‑trade breakdown within the reported price range, the filer has offered to provide that detail upon request (per footnote F4).

Insider Transaction Report

Form 4
Period: 2026-01-29
Cumbo Alexander
DirectorPresident and CEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-01-29+169,401250,789 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-01-31+100,400351,189 total
  • Sale

    Common Stock

    [F3][F4]
    2026-02-02$6.44/sh80,258$516,613270,931 total
  • Exercise/Conversion

    Performance Stock Units

    [F1][F5]
    2026-01-29169,4010 total
    Common Stock (169,401 underlying)
  • Award

    Employee Stock Option (Right to Buy)

    [F6]
    2026-01-29+509,850509,850 total
    Exercise: $6.60Exp: 2036-01-29Common Stock (509,850 underlying)
  • Award

    Restricted Stock Units

    [F2][F7]
    2026-01-29+254,900254,900 total
    Common Stock (254,900 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F8]
    2026-01-31100,400301,200 total
    Common Stock (100,400 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. Cumbo on August 18, 2024 effecting the sell-to-cover election. The sale does not represent a discretionary trade by Mr. Cumbo.
  • [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 401,600 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 Alexander Cumbo|2026-02-02

Documents

1 file
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    ownership.xmlPrimary

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