Avidity Biosciences, Inc.·4

Feb 27, 3:26 PM ET

Thompson Tamar 4

4 · Avidity Biosciences, Inc. · Filed Feb 27, 2026

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Avidity (RNAM) Director Tamar Thompson Surrenders 74,215 Shares/Options

What Happened Tamar Thompson, a director of Avidity Biosciences, disposed of a total of 74,215 shares and derivative securities on 2026-02-27 pursuant to the Agreement and Plan of Merger with Novartis. The filings show a disposition of 6,692 shares of common stock (including shares issuable upon settlement of previously reported restricted stock units) and four derivative dispositions totaling 67,523 option/derivative units. The merger consideration was $72.00 per share, so the surrendered equity equals roughly $5.34 million at $72/share; note that option-related proceeds were paid as the cash spread (merger consideration minus each option’s exercise price), not a straight $72 per option share.

Key Details

  • Transaction date: 2026-02-27; Form 4 filed the same day (timely).
  • Reported dispositions: 6,692 common shares; derivative/option-related dispositions of 10,034; 13,489; 22,000; and 22,000 (total derivative = 67,523). Total = 74,215.
  • Price reported on Form 4: N/A. Merger consideration per footnote: $72.00 per share. Option consideration: cash payment equal to ($72.00 − exercise price) per option (per footnote).
  • Shares owned after the transactions: not provided in the data you shared.
  • Footnotes: F1 — common shares (including RSUs) were disposed pursuant to the Merger Agreement; F2 — options were cashed out under the Merger Agreement for the excess of $72 over exercise price.
  • Filing timeliness: filed same day as the reported transactions; not a late filing.

Context These dispositions were merger-related (shares and option-equivalents surrendered to the issuer under the Merger Agreement with Novartis), not open-market sales. For the derivative entries, this was a cash-out of options (the holder received the spread between $72 and the option exercise price), rather than a market sale of exercised shares. Merger-driven cash-outs are routine in deal closings and do not necessarily signal the insider’s ongoing sentiment beyond the contract terms.

Insider Transaction Report

Form 4Exit
Period: 2026-02-27
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-02-276,6920 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F2]
    2026-02-2710,0340 total
    Exercise: $33.62Exp: 2035-06-09Common Stock (10,034 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F2]
    2026-02-2713,4890 total
    Exercise: $39.96Exp: 2034-06-12Common Stock (13,489 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F2]
    2026-02-2722,0000 total
    Exercise: $12.48Exp: 2033-06-14Common Stock (22,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    [F2]
    2026-02-2722,0000 total
    Exercise: $12.03Exp: 2032-06-14Common Stock (22,000 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.
Signature
/s/ John B. Moriarty, Jr., J.D., Attorney-in-Fact|2026-02-27

Documents

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