Chimovits Erez 4

What Happened Erez Chimovits, a director of Upstream Bio, was granted a derivative award representing 17,096 shares on June 9, 2026. The award shows a $0.00 price at grant (no cash paid) and is reported as an award/acquisition rather than a purchase, sale, or exercise. This is a compensation-type grant, not an immediate sale or purchase of stock.

Key Details

• Transaction date: 2026-06-09; Form 4 filed: 2026-06-11 (timely).
• Award: 17,096 shares (derivative) at $0.00 per share; total reported value at grant: $0.
• Vesting: The shares underlying the award vest in full on the earlier of (i) June 9, 2027 or (ii) the date of the next Annual Meeting of Stockholders, subject to Chimovits' continued service (Footnote F1).
• Transfer agreement: Chimovits is obligated to transfer any securities issued under these awards—or the economic benefit—to OrbiMed entities, which will ensure those benefits are provided to specific OrbiMed funds (Footnote F2).
• Shares owned after transaction: Not specified in the provided filing details.
• Filing timeliness: Filing appears timely (filed two days after the transaction).

Context This was a grant of a derivative equity award (compensation), not a cash purchase or sale. Such grants commonly vest over time and, in this case, are subject to both a one-year/annual-meeting vesting condition and an agreement to transfer the economic benefits to OrbiMed-related funds. Compensation grants do not by themselves indicate the insider is buying or selling based on near-term outlook.