Boyce Sarah 4
4 · Avidity Biosciences, Inc. · Filed Feb 27, 2026
Research Summary
AI-generated summary of this filing
Avidity (RNAM) CEO Sarah Boyce Sells 2.65M Shares in Merger
What Happened Sarah Boyce, President, CEO and Director of Avidity Biosciences (RNAM), reported dispositions to the issuer on 2026-02-27 totaling 2,650,876 shares (including common stock/RSUs and derivative option settlements). The transactions were made pursuant to the Agreement and Plan of Merger with Novartis; the merger consideration is $72.00 per share. Based on the $72 merger price, the common-stock portion of these dispositions implies roughly $190.9 million in aggregate value; option awards were cash‑settled for the excess of $72.00 over each option’s exercise price (so the option cash amounts vary by strike).
Key Details
- Transaction date: 2026-02-27; Form 4 filed 2026-02-27 (timely).
- Reported dispositions (total): 2,650,876 shares across multiple line items (some listed as derivative/option settlements).
- Price on Form 4: shown as N/A; merger consideration stated as $72.00 per share in the filing/footnotes.
- Estimated aggregate value at $72.00: ≈ $190,863,072 (note: exact cash for options = $72.00 minus each option’s exercise price).
- Transaction code: D (Disposition to issuer under the Merger Agreement).
- Footnotes: F1 — common stock (includes RSUs) disposed pursuant to Merger Agreement; F2 — options were disposed for cash equal to excess of $72.00 over exercise price.
- Shares owned after transaction: not specified in the provided summary of the Form 4 (check the full filing for post‑transaction beneficial ownership).
Context
- These were not open‑market sales but merger cash‑out dispositions; options were net‑settled (cash payment), not exercised-and-held. Such transactions are often liquidity/transaction-driven due to an acquisition rather than routine trading decisions.
- No indication in the provided filing of a 10b5-1 plan, gift, or tax‑withholding event; review the full Form 4 for any additional disclosures.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-02-27−474,861→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−386,015→ 0 totalExercise: $1.24Exp: 2029-12-17→ Common Stock (386,015 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−300,000→ 0 totalExercise: $22.34Exp: 2031-02-01→ Common Stock (300,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−425,000→ 0 totalExercise: $14.22Exp: 2032-01-20→ Common Stock (425,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−400,000→ 0 totalExercise: $22.47Exp: 2033-01-19→ Common Stock (400,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−200,000→ 0 totalExercise: $6.57Exp: 2033-09-10→ Common Stock (200,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−300,000→ 0 totalExercise: $10.16Exp: 2034-01-19→ Common Stock (300,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
[F2]2026-02-27−165,000→ 0 totalExercise: $31.42Exp: 2035-01-05→ Common Stock (165,000 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.