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Assembly Biosciences medical chief sells 2,564 shares

The Chief Medical Officer's sales were mandated to fund tax withholding under an administrative rule, rather than discretionary transactions.

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Form Type
4

Rhea-AI Filing Summary

Assembly Biosciences, Inc.'s Chief Medical Officer Anuj Gaggar reported a performance-based restricted stock unit award covering 13,705 shares; its performance-based vesting condition was achieved October 30, 2026. On November 2, 2026, he sold 2,564 shares at a weighted-average price of $19.6077 per share and 29 shares at $20.3480 per share. Both sales funded tax withholding through mandated sell-to-cover transactions and were not discretionary.

Insider Gaggar Anuj
Role Chief Medical Officer
Sold 2,593 shs ($51K)
Type Security Shares Price Value
Sale Common Stock F2, F3 2,564 $19.6077 $50K
Sale Common Stock F2, F4 29 $20.348 $590.09
Grant/Award Common Stock F1 13,705 $0.00 $0.00
Holdings After Transaction: Common Stock — 53,800 shares (Direct)
Footnotes (4)
  1. F1. Represents shares of common stock issuable under a performance-based restricted stock unit award dated June 16, 2025. On October 30, 2026, the performance-based vesting condition was achieved. These shares of common stock vest in two equal installments, assuming continuous service on each vesting date, as follows: October 30, 2026 and October 30, 2027.
  2. F2. The sales reported on this Form 4 represent shares sold by the reporting person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sales are mandated by an administrative rule adopted by the Compensation Committee of the Issuer's Board of Directors that requires the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and do not represent discretionary transactions by the reporting person.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.28 to $20.27, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within.
  4. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.30 to $20.37, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within.
Shares covered by performance-based restricted stock unit award 13,705 shares Vesting condition achieved October 30, 2026
Shares sold 2,564 shares November 2, 2026
Weighted-average sale price $19.6077 per share Sale of 2,564 shares on November 2, 2026
Shares sold 29 shares November 2, 2026
Weighted-average sale price $20.3480 per share Sale of 29 shares on November 2, 2026
performance-based restricted stock unit award financial
"shares of common stock issuable under a performance-based restricted stock unit award"
A performance-based restricted stock unit award is a promise to give company shares to an employee or executive only if the business hits specific targets over a set period. Think of it as a conditional prize that vests like a savings plan: if agreed goals (such as revenue, profit, or stock performance) are met, the recipient receives the shares; if not, they get nothing. Investors pay attention because these awards align management incentives with company results and can affect share count, future earnings and executive behavior.
sell-to-cover transaction financial
"funded by a "sell-to-cover" transaction"
A sell-to-cover transaction is when a person granted company stock (for example as part of compensation or option exercise) immediately sells enough of those shares to pay required taxes or exercise costs and keeps the rest. Think of it like cashing part of a bonus to cover the tax bill; it provides necessary cash without the holder needing outside funds. Investors watch these sales because they increase trading volume and slightly reduce insider holdings, but they often reflect routine tax or cost management rather than a judgment on the company’s prospects.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
tax withholding obligations financial
"to cover tax withholding obligations in connection with the vesting and settlement"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many ASMB shares did Anuj Gaggar sell, and at what prices?

Anuj Gaggar sold 2,564 shares at a weighted-average price of $19.6077 per share and 29 shares at a weighted-average price of $20.3480 per share on November 2, 2026. Both sales funded tax withholding through required sell-to-cover transactions. No Rule 10b5-1 plan is reported.

When do Anuj Gaggar's performance-based ASMB RSUs vest?

The award was dated June 16, 2025, and its performance-based vesting condition was achieved October 30, 2026. The 13,705 shares vest in two equal installments on October 30, 2026 and October 30, 2027, assuming continuous service on each vesting date.

What price ranges applied to Anuj Gaggar's ASMB sales?

The 2,564-share sale was executed in multiple transactions at prices from $19.28 to $20.27 per share, inclusive. The 29-share sale was executed in multiple transactions at prices from $20.30 to $20.37 per share, inclusive.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
Gaggar Anuj

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Medical Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock10/30/2026A13,705(1)A$056,393D
Common Stock11/02/2026S(2)2,564D$19.6077(3)53,829D
Common Stock11/02/2026S(2)29D$20.348(4)53,800D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of common stock issuable under a performance-based restricted stock unit award dated June 16, 2025. On October 30, 2026, the performance-based vesting condition was achieved. These shares of common stock vest in two equal installments, assuming continuous service on each vesting date, as follows: October 30, 2026 and October 30, 2027.
2. The sales reported on this Form 4 represent shares sold by the reporting person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sales are mandated by an administrative rule adopted by the Compensation Committee of the Issuer's Board of Directors that requires the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and do not represent discretionary transactions by the reporting person.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.28 to $20.27, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.30 to $20.37, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within.
/s/ John O. Gunderson, as Attorney-in-Fact11/03/2026
** Signature of Reporting PersonDate
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)

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