Kaye Edward M. MD 4
4 · Avidity Biosciences, Inc. · Filed Feb 27, 2026
Research Summary
AI-generated summary of this filing
Avidity Biosciences Director Edward M. Kaye Sells Shares
What Happened Dr. Edward M. Kaye, a director of Avidity Biosciences (RNAM), disposed of a total of 110,072 securities on 2026-02-27 pursuant to the companies' Merger Agreement with Novartis. The Form 4 reports multiple dispositions to the issuer (code D): eight line items totaling 110,072 shares (includes common stock and shares issuable on settlement of previously reported RSUs) and option-related disposals. The filing shows N/A for per-share prices, but the Merger Agreement sets the merger consideration at $72.00 per share—giving an implied gross value of roughly $7.9 million for 110,072 shares. Option awards were cashed out under the deal for an amount equal to the excess of the $72 merger price over each option’s exercise price.
Key Details
- Transaction date: 2026-02-27 (all reported dispositions)
- Reported disposals (summed): 110,072 shares/options
- Reported prices on Form 4: N/A; Merger consideration = $72.00/share (implied value ≈ $7.9M)
- Footnotes: F1 — common stock and RSU-settled shares disposed under the Merger Agreement; F2 — options were cashed out for the $72.00 minus exercise price
- Shares owned after the transactions: not specified in the provided filing summary
- Filing timeliness: filing date equals report date (timely)
Context These dispositions are not open‑market sales but transfers to the issuer and cash settlements triggered by the Merger Agreement (i.e., merger consideration and option cash‑outs). That structure is common in acquisitions when outstanding equity awards and RSUs are converted or cashed out; it reflects deal mechanics rather than a stand‑alone insider sale.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-02-27−6,692→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−10,034→ 0 totalExercise: $33.62Exp: 2035-06-09→ Common Stock (10,034 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−13,489→ 0 totalExercise: $39.96Exp: 2034-06-12→ Common Stock (13,489 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−22,000→ 0 totalExercise: $12.48Exp: 2033-06-14→ Common Stock (22,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−22,000→ 0 totalExercise: $12.03Exp: 2032-06-14→ Common Stock (22,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−15,000→ 0 totalExercise: $26.09Exp: 2031-06-15→ Common Stock (15,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−11,323→ 0 totalExercise: $8.82Exp: 2030-05-14→ Common Stock (11,323 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−9,534→ 0 totalExercise: $0.42Exp: 2029-08-27→ Common Stock (9,534 underlying)
Footnotes (2)
- [F1]The reported securities represent shares of Common Stock (inclusive of shares of Common Stock issuable upon settlement of previously reported restricted stock units) disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of October 25, 2025 (the "Merger Agreement"), among Novartis AG ("Novartis"), Ajax Acquisition Sub, Inc., an indirect wholly owned subsidiary of Novartis, and the Issuer.
- [F2]The reported Options were disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the merger consideration of $72.00 over the exercise price.