Fitzpatrick Jennifer 4

What Happened

• Jennifer Fitzpatrick, Chief Legal Officer of Sionna Therapeutics (SION), exercised 10,250 stock options on July 6, 2026 by paying $6.11 per share (total cost $62,628) and the same day sold 10,250 common shares in the open market for a weighted average price of $43.60 per share (total proceeds ≈ $446,862). The filing also records a derivative entry for 10,250 shares at $0.00 associated with the option conversion.

Key Details

• Transaction date: July 6, 2026; Form 4 filed July 7, 2026 (timely).
• Exercise: 10,250 shares acquired at $6.11 each (total $62,628).
• Sale: 10,250 shares sold at a weighted average $43.60 (total ≈ $446,862); sale prices ranged $42.89–$44.22 (per footnote).
• Derivative entry: 10,250 shares disposed at $0.00 (recorded as a derivative conversion in the filing).
• Footnotes: Transaction was executed automatically under a Rule 10b5‑1 trading plan (adopted June 5, 2025). Vesting note: 25% of the option vested June 3, 2025; remaining shares vest monthly over 36 months, subject to continued service.
• Shares owned after the transaction: not specified in the provided filing excerpt.

Context

• This sequence (exercise followed by same‑day sale of an equal number of shares) functions like a cashless exercise — the insider converted options into stock and then sold those shares. Such transactions are commonly routine and, when done under a 10b5‑1 plan, are pre‑scheduled trading activity rather than an ad hoc market-timing decision.