Ahearn Matthew Fraser 4

4 · SHOULDER INNOVATIONS, INC. · Filed Apr 21, 2026

AI-generated summary of this filing

Updated Apr 21, 2026

Shoulder Innovations (SI) COO Matthew Ahearn Exercises Options

What Happened

Matthew Fraser Ahearn, COO of Shoulder Innovations (SI), exercised stock option derivatives (transaction code M) on April 20, 2026, acquiring 21,664 common shares by paying approximately $59,170 in cash (7,421 shares @ $2.48 = $18,407; 14,243 shares @ $2.86 = $40,763). The filing also shows related derivative lines reported as disposed at $0, reflecting conversion of the options into shares.

Key Details

Transaction date: 2026-04-20. Exercises: 7,421 shares @ $2.48 and 14,243 shares @ $2.86.
Total cash paid: ~$59,170; total shares acquired: 21,664.
Shares owned after transaction (per filing/footnotes): ~286,765 — based on prior reported direct ownership of 215,856 shares, in‑kind distributions totaling 49,245 shares (see F1), plus the 21,664 shares just acquired.
Notable footnotes: F1 lists in‑kind distributions of 49,245 shares from several entities; F2 and F3 describe vesting schedules for the related options (partial vesting occurred previously and further vesting is scheduled monthly/quarterly).
Filing: Reported with period 2026-04-20 and filed 2026-04-21 (timely).

Context

These were option exercises (code M). The $0.00 "disposed" entries reflect conversion/cancellation of the derivative instruments on exercise, not a cash sale of shares. Some option shares remain subject to the vesting schedules described in F2 and F3. The in‑kind distributions noted in F1 are non‑cash transfers and do not, by themselves, indicate market sentiment.

Form 4

Period: 2026-04-20

DirectorChief Operating Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-04-20$2.48/sh+7,421$18,407→ 272,522 total
Exercise/Conversion
Common Stock
2026-04-20$2.86/sh+14,243$40,763→ 286,765 total
Exercise/Conversion
Stock Option
[F2]
2026-04-20−7,421→ 8,864 total
Exercise: $2.48Exp: 2033-05-09→ Common Stock (7,421 underlying)
Exercise/Conversion
Stock Option
[F3]
2026-04-20−14,243→ 42,731 total
Exercise: $2.86Exp: 2035-04-23→ Common Stock (14,243 underlying)

Footnotes (3)

[F1]Includes the following shares received without consideration as in-kind distributions: (i) 39,404 shares from Genesis Investment Holdings; (ii) 1,572 shares from cultivate(MD) Capital Accelerator Fund, L.P.; (iii) 4,400 shares from Cultivate MD Capital Fund I, LLC; and (iv) 3,869 shares from Cultivate MD Capital Fund II, LP. In prior reports, the reporting person reported beneficial ownership of 215,856 shares of Shoulder Innovations common stock held directly.
[F2]The stock option vested as to one-fourth of the underlying shares on April 19, 2024, and the remaining shares vest in 36 equal increments on the last day of each calendar month thereafter.
[F3]The stock option vested as to one-fourth of the underlying shares on April 1, 2026, and the remaining shares vest in 12 equal increments on the last day of each fiscal quarter beginning on June 30, 2026.

Signature

/s/ Jeffrey Points, as Attorney-in-Fact|2026-04-21

1 file