Dyne Therapeutics (DYN) CCO receives 60,000 RSUs and 90,000-share option grant

Rhea-AI Filing Summary

Dyne Therapeutics Chief Commercial Officer Johanna Friedl-Naderer reported new equity awards in the company’s stock. On February 12, 2026, she received 60,000 shares of Common Stock in the form of restricted stock units at a price of $0 per share, bringing her directly owned Common Stock to 154,729 shares, including 132,152 unvested RSUs.

She was also granted a stock option for 90,000 shares of Common Stock at an exercise price of $16 per share. This option vests in equal monthly installments over four years through February 12, 2030, while the RSUs vest quarterly over four years starting May 12, 2026.

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

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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^*

Friedl-Naderer Johanna

(Last) (First) (Middle)

C/O DYNE THERAPEUTICS, INC.

1560 TRAPELO ROAD

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dyne Therapeutics, Inc. [ DYN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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

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

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

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	02/12/2026		A		60,000(1)	A	$0	154,729(2)	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
Stock option (right to buy)	$16	02/12/2026		A		90,000		(3)	02/11/2036	Common Stock	90,000	$0	90,000	D

Explanation of Responses:

1. Consists of shares of Common Stock issuable under 60,000 restricted stock units ("RSUs"). Each RSU represents the right to receive one share of Common Stock upon vesting. These RSUs are scheduled to vest in equal quarterly installments over four years with the first installment vesting on May 12, 2026.

2. Includes 132,152 unvested RSUs.

3. This option was granted on February 12, 2026. The shares underlying the option are scheduled to vest over four years in equal monthly installments through February 12, 2030.

	/s/ Ron Caponigro, Attorney-in-Fact	02/17/2026
	** 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).
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FAQ

What insider transaction did Dyne Therapeutics (DYN) report for Johanna Friedl-Naderer?

Johanna Friedl-Naderer reported equity awards in Dyne Therapeutics stock. On February 12, 2026, she received 60,000 restricted stock units and a stock option for 90,000 shares, reflecting standard equity-based compensation for her role as Chief Commercial Officer.

How many Dyne Therapeutics (DYN) shares did the Chief Commercial Officer acquire in RSUs?

The Chief Commercial Officer received 60,000 restricted stock units. Each RSU represents one share of Common Stock upon vesting. These 60,000 RSUs were granted at a price of $0 per share as part of her compensation package and vest over time.

What are the vesting terms of the Dyne Therapeutics (DYN) RSUs granted on February 12, 2026?

The 60,000 RSUs vest quarterly over four years. They are scheduled to vest in equal quarterly installments, with the first installment vesting on May 12, 2026. This structure ties the award to continued service over the four-year period.

What stock option grant did Dyne Therapeutics (DYN) report for its Chief Commercial Officer?

She was granted a stock option for 90,000 shares. The option has an exercise price of $16 per share and was granted on February 12, 2026. It vests in equal monthly installments over four years through February 12, 2030.

How many Dyne Therapeutics (DYN) shares does Johanna Friedl-Naderer beneficially own after the reported transactions?

She beneficially owns 154,729 shares of Common Stock directly. This figure includes 132,152 unvested RSUs as part of her equity holdings. The filing also shows a separate stock option covering 90,000 shares exercisable at $16 per share.

Are the Dyne Therapeutics (DYN) equity awards to the Chief Commercial Officer open-market purchases?

No, they are granted compensation awards, not market purchases. The Form 4 shows transaction code “A” for acquisition, a price of $0 per share for the RSUs, and a specified $16 exercise price for the stock option, consistent with employer-granted equity.