Kalowski Lee 4

What Happened
Kalowski Lee, CFO and President of Q32 Bio Inc. (QTTB), was reported to have acquired 53,250 shares on July 16, 2026 as an award (transaction code A) at a reported price of $0.00 (no cash paid). The award represents common stock underlying performance-based restricted stock units (PSUs).

Key Details

• Transaction date: 2026-07-16; Form 4 filed: 2026-07-20 (filing appears timely under SEC rules).
• Shares acquired: 53,250; per-share price reported: $0.00; total reported cash value: $0.
• Footnote: These shares represent PSUs granted July 6, 2026 that vested on July 16, 2026 with respect to a performance condition tied to closing a financing of at least $100,000,000 in gross proceeds on or before Dec 31, 2026.
• Continued time-based vesting: the PSUs remain subject to a time-based condition — they vest in equal quarterly installments over three years from July 1, 2026, contingent on continued service.
• Shares owned after the transaction: not specified in the filing.

Context
PSUs are contingent rights to receive shares if performance (and often service) conditions are met. Here, the performance trigger was indicated as met, but the award remains subject to further time-based vesting, so the shares may still be restricted and subject to forfeiture if service conditions are not met. This is an award (not an open-market purchase or sale) and therefore reflects compensation rather than a direct market investment by the insider.