Edgewise (EWTX) CEO Receives RSUs and Option; Sell-to-Cover Executed

Rhea-AI Filing Summary

Edgewise Therapeutics insider transactions: Kevin Koch, President and CEO and director, reported multiple equity awards and a sell-to-cover on 08/12/2025. He received 17,968 RSUs that vested (or were deemed acquired) and an additional 87,500 RSUs granted with staggered vesting beginning 08/12/2026. He was also granted a 525,000-share stock option exercisable at $13.39 per share with monthly vesting starting 09/12/2025. To satisfy tax withholding, 7,972 shares were sold at an average price of $13.3924. Following these transactions, he beneficially owned 30,615 shares directly and 259,554 shares indirectly through family entities.

Positive

• Large equity awards granted to align the CEO's incentives with shareholder value (17,968 vested RSUs, 87,500 RSUs granted, 525,000-share option)
• Sell-to-cover was tax-motivated and not a discretionary sale, per the filer’s explanation
• Substantial indirect ownership (259,554 shares) via family entities indicates continued alignment with company performance

Negative

• Potential dilution from conversion of RSUs (total RSUs reported) and exercise of a large option (525,000 shares at $13.39)
• Shares sold (7,972) reduce the reporting person’s direct share count, although sold to cover taxes

Insights

Financial Analyst

TL;DR Insider received significant equity compensation and performed a routine sell-to-cover to satisfy tax obligations; transactions are largely compensatory.

The reported transactions show a mix of immediate and long-dated compensation: vested/vestable RSUs and a sizable option package (525,000 shares at $13.39). The sell-to-cover of 7,972 shares was used solely for statutory tax withholding, per the filing, and the average sale price was $13.3924. The grants create potential future dilution as RSUs convert to common shares and options are exercised. Ownership disclosure indicates substantial indirect holdings (259,554 shares), which maintains alignment with shareholders but also increases potential share supply if options are exercised.

Corporate Governance Expert

TL;DR Transactions appear routine for an executive: compensation grants with multi-year vesting and a tax-driven sell-to-cover; no red flags disclosed.

The filing documents standard executive compensation mechanics: time-based RSUs with four-year staggered vesting schedules (starting 08/12/2025 and 08/12/2026) and an option with 1/48 monthly vesting from 09/12/2025. The reporting person corrected a prior duplicate reporting item for 26,410 indirectly held shares. There is no indication in this Form 4 of discretionary sales beyond the sell-to-cover, and the signature is by an attorney-in-fact, consistent with procedural practices.

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
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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^*

KOCH KEVIN

(Last) (First) (Middle)

C/O EDGEWISE THERAPEUTICS, INC.

1715 38TH STREET

(Street)

BOULDER CO 80301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Edgewise Therapeutics, Inc. [ EWTX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		M		17,968	A	$0.00	38,587	D
Common Stock	08/12/2025		S		7,972(1)	D	$13.3924(2)	30,615	D
Common Stock								259,554	I	KTK Family Enterprise, LLC
Common Stock								26,410	I	Adrienne R. Koch Heritage Trust
Common Stock								26,410	I	Matthew K. Koch Heritage Trust
Common Stock								26,410	I	Nicole M. Soldow Heritage Trust

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
Restricted Stock Units	$0.00	08/12/2025		M			17,968	(3)	08/12/2034	Common Stock	17,968	$0.00	53,907	D
Restricted Stock Units	$0.00	08/12/2025		A		87,500		(4)	08/12/2035	Common Stock	87,500	$0.00	87,500	D
Stock Option (Right to Buy)	$13.39	08/12/2025		A		525,000		(5)	08/12/2035	Common Stock	525,000	$0.00	525,000	D

Explanation of Responses:

1. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units (RSUs). This sale satisfies the minimum statutory tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary sale by the Reporting Person

2. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $13.36 to $13.49, 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 the range set forth in this footnote.

3. Restricted Stock Units ("RSUs") granted to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Edgewise Therapeutics, Inc. common stock upon the vesting of these RSUs in four equal annual installments beginning on August 12, 2025.

4. Restricted Stock Units ("RSUs") granted to the reporting person for no additional cash consideration, each of which represent a contingent right to receive one share of Edgewise Therapeutics, Inc. common stock upon the vesting of these RSUs in four equal annual installments beginning on August 12, 2026.

5. 1/48th of the shares subject to the option vest each month beginning on September 12, 2025, subject to the Reporting Person continuing as a service provider through each vest date.

Remarks:

In previous Forms 4, a duplicate 26,410 shares held indirectly were reported in error.

	/s/John R. Moore Attorney-in-Fact for Kevin Koch	08/14/2025
	** 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.

FAQ

What transactions did Kevin Koch report on Form 4 for EWTX?

On 08/12/2025, Kevin Koch reported acquisition of 17,968 RSUs, grant of 87,500 RSUs, grant of a 525,000-share option at $13.39, and sale of 7,972 shares to cover taxes.

Why were 7,972 shares sold in the Form 4 filing?

The filing states the sale of 7,972 shares was a sell-to-cover transaction to satisfy statutory tax withholding obligations related to RSU vesting.

What are the vesting schedules disclosed for the RSUs and option?

The 17,968 RSUs vest in four equal annual installments beginning 08/12/2025; the 87,500 RSUs vest in four equal annual installments beginning 08/12/2026; the option vests 1/48th monthly beginning 09/12/2025.

What is Kevin Koch’s beneficial ownership after these transactions?

Following the reported transactions, the filing shows 30,615 shares directly and 259,554 shares indirectly beneficially owned.

At what price were the sold shares executed?

The filing reports an average sale price of $13.3924, with individual transaction prices ranging from $13.36 to $13.49.