Forte Biosciences (FBRX) director boosts stake after RSU vesting

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Forte Biosciences, Inc. director and officer Paul A. Wagner reported routine equity compensation activity. On April 1, 2026, 1,250 restricted stock units vested and were exercised into an equal number of common shares at a stated price of $0.00 per share.

To cover tax obligations on this vesting, 98 common shares were withheld at $24.86 per share, a non-market tax-withholding disposition rather than an open-market sale. After these transactions, Wagner directly holds 84,330 common shares and 3,750 RSUs, reflecting a net increase in his equity position.

The RSUs vest in installments, with one-sixteenth of the award vesting on each Quarterly Vesting Date—January 1, April 1, July 1, and October 1—under the company’s 2021 Equity Incentive Plan, so similar compensation-related transactions may continue as future tranches vest.

Insider Trade Summary

1,250 shares exercised/converted

Mixed 3 txns

Insider Wagner Paul A.

Role SEE REMARKS

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,250	$0.00	--
Exercise	Common Stock	1,250	$0.00	--
Tax Withholding	Common Stock	98	$24.86	$2K

Holdings After Transaction: Restricted Stock Units — 3,750 shares (Direct); Common Stock — 84,428 shares (Direct)

Footnotes (1)

Each restricted stock unit ("RSU") represents a contingent right to receive one share of Forte Biosciences, Inc. (the "Issuer") Common Stock. Subject to the Reporting Person continuing to be a Service Provider (as defined in the 2021 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each Quarterly Vesting Date (as defined below) on or immediately following February 1, 2023. For purposes of this RSU Award, "Quarterly Vesting Date" with respect to any calendar year means January 1, April 1, July 1, and October 1.

Key Figures

RSUs exercised: 1,250 units Tax-withholding shares: 98 shares at $24.86 Common shares after transaction: 84,330 shares +2 more

5 metrics

RSUs exercised 1,250 units Restricted Stock Units converted to common stock on April 1, 2026

Tax-withholding shares 98 shares at $24.86 Shares delivered to cover tax liability on RSU vesting

Common shares after transaction 84,330 shares Direct Forte Biosciences common stock held by Wagner after April 1, 2026

RSUs remaining 3,750 units Restricted stock units held after the reported vesting and exercise

Quarterly vesting fraction 1/16 per date One-sixteenth of the RSU award vests on each Quarterly Vesting Date

Key Terms

Restricted Stock Units, 2021 Equity Incentive Plan, Quarterly Vesting Date, tax-withholding disposition, +1 more

5 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2021 Equity Incentive Plan financial

"Service Provider (as defined in the 2021 Equity Incentive Plan) through each applicable vesting date"

Quarterly Vesting Date financial

""Quarterly Vesting Date" with respect to any calendar year means January 1, April 1, July 1, and October 1"

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

Form 4 Insider Transactions: What Each Field Means →

04/03/2026 - 04:01 PM

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^*

Wagner Paul A.

(Last)

(First)

(Middle)

C/O FORTE BIOSCIENCES, INC.

3060 PEGASUS PARK DR., BLDG 6

(Street)

DALLAS

TEXAS

75247

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Forte Biosciences, Inc. [ FBRX ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SEE REMARKS

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/01/2026		M		1,250	A	⁽¹⁾	84,428	D
Common Stock	04/01/2026		F		98	D	$24.86	84,330	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	04/01/2026		M			1,250	⁽²⁾	⁽²⁾	Common Stock	1,250	$0	3,750	D

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Forte Biosciences, Inc. (the "Issuer") Common Stock.

2. Subject to the Reporting Person continuing to be a Service Provider (as defined in the 2021 Equity Incentive Plan) through each applicable vesting date, one-sixteenth (1/16th) of the RSUs subject to the award shall vest on each Quarterly Vesting Date (as defined below) on or immediately following February 1, 2023. For purposes of this RSU Award, "Quarterly Vesting Date" with respect to any calendar year means January 1, April 1, July 1, and October 1.

Remarks:

CEO, Secretary and Chair of the Board

	/s/ Paul A. Wagner, Ph.D.	04/03/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Forte Biosciences (FBRX) report for Paul A. Wagner?

Forte Biosciences reported that Paul A. Wagner exercised 1,250 restricted stock units into common shares. These RSUs vested under the company’s 2021 Equity Incentive Plan, increasing his direct equity stake through routine compensation rather than an open-market stock purchase.

How many Forte Biosciences (FBRX) shares does Paul A. Wagner own after this Form 4?

After the reported transactions, Paul A. Wagner directly owns 84,330 shares of Forte Biosciences common stock. He also holds 3,750 restricted stock units, which represent additional potential shares that may be delivered as they vest over future Quarterly Vesting Dates.

Were any Forte Biosciences (FBRX) shares sold on the market in this Form 4 filing?

No open-market sales were reported. Instead, 98 Forte Biosciences common shares were withheld at $24.86 per share to satisfy tax obligations on RSU vesting. This tax-withholding disposition is a standard, non-market mechanism rather than a discretionary sale.

What are the vesting terms of Paul A. Wagner’s Forte Biosciences (FBRX) RSUs?

The RSUs vest in 16 equal installments, with one-sixteenth vesting on each Quarterly Vesting Date. Quarterly Vesting Dates are January 1, April 1, July 1, and October 1, provided Wagner continues as a Service Provider under the 2021 Equity Incentive Plan.

How many Forte Biosciences (FBRX) RSUs did Paul A. Wagner exercise in this transaction?

He exercised 1,250 restricted stock units, converting them into 1,250 shares of Forte Biosciences common stock at a stated exercise price of $0.00 per share. This reflects a scheduled vesting event under his equity award, not a market purchase.

What does the tax-withholding disposition mean in the Forte Biosciences (FBRX) Form 4?

The tax-withholding disposition shows that 98 shares were delivered at $24.86 per share to cover tax liabilities on the RSU vesting. This reduces the number of new shares Wagner receives but does not represent an open-market sale or change in investment outlook.