Assembly Biosciences (ASMB) CEO receives 94,250 RSUs vesting through 2030

Rhea-AI Filing Summary

Assembly Biosciences CEO and President Jason A. Okazaki received a grant of 94,250 restricted stock units (RSUs) of common stock. The RSUs vest in four approximately equal installments on March 29 of each year from 2027 through 2030, assuming continuous service on each vesting date. The RSUs represent 65% of his annual equity grant, while the remaining 35% of RSUs are contingent on stockholder approval of an amendment to the company’s Amended and Restated 2018 Stock Incentive Plan to increase shares authorized under the plan. Following this award, Okazaki beneficially owns 111,916 shares, including 2,909 shares previously acquired under the company’s Employee Stock Purchase Plan.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Okazaki Jason A

Role CEO and President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	94,250	$0.00	--

Holdings After Transaction: Common Stock — 111,916 shares (Direct)

Footnotes (1)

1. Grant of restricted stock units ("RSUs"). The RSUs vest in four approximately equal installments, assuming continuous service on each vesting date, as follows: March 29, 2027; March 29, 2028; March 29, 2029; and March 29, 2030. RSUs represent 65% of the reporting person's annual equity grant. The remaining 35% of the RSUs granted are contingent upon stockholder approval of an amendment to the Issuer's Amended and Restated 2018 Stock Incentive Plan (the "Plan") that increases the number of shares of common stock authorized for issuance under the Plan. Includes 2,909 shares acquired under the Assembly Biosciences, Inc. Second Amended and Restated 2018 Employee Stock Purchase Plan on May 14, 2025.

Key Figures

RSU grant size: 94,250 RSUs Grant price per share: $0.00 per share Post‑grant holdings: 111,916 shares +3 more

6 metrics

RSU grant size 94,250 RSUs Grant of restricted stock units on March 29, 2026

Grant price per share $0.00 per share Compensation-related RSU award, no cash paid by CEO

Post‑grant holdings 111,916 shares Total beneficial ownership following the RSU award

ESPP shares included 2,909 shares Shares acquired under Employee Stock Purchase Plan on May 14, 2025

Annual equity grant portion 65% represented by these RSUs Balance of 35% RSUs contingent on stockholder plan amendment approval

RSU vesting schedule 4 installments Vesting on March 29, 2027, 2028, 2029, and 2030

Key Terms

restricted stock units ("RSUs"), Amended and Restated 2018 Stock Incentive Plan, Employee Stock Purchase Plan, annual equity grant

4 terms

restricted stock units ("RSUs") financial

"Grant of restricted stock units ("RSUs"). The RSUs vest in four approximately equal installments"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Amended and Restated 2018 Stock Incentive Plan financial

"contingent upon stockholder approval of an amendment to the Issuer's Amended and Restated 2018 Stock Incentive Plan"

Employee Stock Purchase Plan financial

"Includes 2,909 shares acquired under the Assembly Biosciences, Inc. Second Amended and Restated 2018 Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

annual equity grant financial

"RSUs represent 65% of the reporting person's annual equity grant."

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Okazaki Jason A

(Last) (First) (Middle)

C/O ASSEMBLY BIOSCIENCES, INC.

TWO TOWER PLACE, 7TH FLOOR

(Street)

SOUTH SAN FRANCISCO CALIFORNIA 94080

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ASSEMBLY BIOSCIENCES, INC. [ ASMB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/29/2026		A		94,250(1)(2)	A	$0	111,916(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Grant of restricted stock units ("RSUs"). The RSUs vest in four approximately equal installments, assuming continuous service on each vesting date, as follows: March 29, 2027; March 29, 2028; March 29, 2029; and March 29, 2030.

2. RSUs represent 65% of the reporting person's annual equity grant. The remaining 35% of the RSUs granted are contingent upon stockholder approval of an amendment to the Issuer's Amended and Restated 2018 Stock Incentive Plan (the "Plan") that increases the number of shares of common stock authorized for issuance under the Plan.

3. Includes 2,909 shares acquired under the Assembly Biosciences, Inc. Second Amended and Restated 2018 Employee Stock Purchase Plan on May 14, 2025.

	/s/ John O. Gunderson, as Attorney-in-Fact	03/31/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did ASMB CEO Jason Okazaki report in this Form 4 filing?

Jason Okazaki reported receiving 94,250 restricted stock units (RSUs) of Assembly Biosciences common stock. These RSUs are part of his annual equity grant and will vest over four years, subject to continued service with the company through each vesting date.

How do the 94,250 RSUs for ASMB’s CEO vest over time?

The 94,250 RSUs vest in four approximately equal installments on March 29, 2027, 2028, 2029, and 2030. Each installment requires Mr. Okazaki to remain in continuous service with Assembly Biosciences through the applicable vesting date to receive the underlying shares.

What portion of Jason Okazaki’s ASMB annual equity grant is represented by these RSUs?

These RSUs represent 65% of Jason Okazaki’s annual equity grant from Assembly Biosciences. The remaining 35% of RSUs are contingent upon stockholder approval of an amendment to the company’s Amended and Restated 2018 Stock Incentive Plan to increase authorized shares.

Are all of Jason Okazaki’s ASMB RSUs fully approved and unconditional?

No. While 65% of his annual equity grant is represented by the reported RSUs, the remaining 35% of RSUs are contingent on stockholders approving an amendment to the Amended and Restated 2018 Stock Incentive Plan to increase the number of shares that may be issued.

How many ASMB shares does Jason Okazaki own after this RSU grant?

After this RSU grant, Jason Okazaki beneficially owns 111,916 shares of Assembly Biosciences common stock. This figure includes 2,909 shares acquired under the Assembly Biosciences Second Amended and Restated 2018 Employee Stock Purchase Plan on May 14, 2025.

Does this ASMB Form 4 involve any stock purchases or sales in the market?

No. The Form 4 reflects a grant of 94,250 restricted stock units at a price of $0.00 per share, which is a compensation-related award. It does not show open-market purchases or sales of Assembly Biosciences common stock by Jason Okazaki.