4D Molecular Therapeutics Issues Standard 22.5k-Share Option Grant to Director

Rhea-AI Filing Summary

Form Type: Form 4
Company: 4D Molecular Therapeutics, Inc. (FDMT)
Reporting Person: Susannah Gray, independent director

On 17 June 2025, Ms. Gray received an automatic non-employee director stock-option grant covering 22,500 shares of FDMT common stock. The option has an exercise price of $4.15 per share, identical to the market price on the grant date under the company’s equity plan. No shares were purchased or sold on the open market; the filing merely records the award of a derivative security.

Vesting schedule:

• 1/3 of the option (7,500 shares) vests on 17 June 2026.
• The remaining 15,000 shares vest in equal monthly installments through 17 June 2028.
• Accelerated vesting applies if a Change in Control (per the 2020 Incentive Award Plan) occurs before full vesting.

Following the grant, Ms. Gray’s beneficial ownership in derivative securities totals 22,500 options, all held directly. No other equity transactions (purchases, sales, or disposals) were reported, and the filing does not reference any open-market activity or additional holdings.

The filing is routine for director compensation and does not include earnings data, cash transactions, or changes in company fundamentals. Investors should view it largely as an administrative disclosure of annual board compensation rather than a signal of trading intent.

Insights

Financial Analyst

TL;DR: Routine director option grant; immaterial to FDMT valuation, neutral insider signal.

This Form 4 discloses a standard non-employee director compensation grant—22,500 stock options at a strike of $4.15. No shares changed hands and no cash was exchanged, so there is no immediate liquidity impact. Vesting spans three years, aligning director incentives with long-term performance, with acceleration upon a change-in-control. The size of the award is modest relative to FDMT’s ~37 million shares outstanding and therefore not materially dilutive. Because the grant is automatic, it offers little insight into the director’s personal view of the stock’s near-term prospects. Overall, the filing is neutral for shareholders.

Corporate Governance Specialist

TL;DR: Grant follows board policy; strengthens alignment but conveys no new strategic information.

The option grant was made under FDMT’s established non-employee director program, signalling adherence to governance best practices by linking director compensation to share performance. The three-year vesting horizon promotes continuity on the board, while change-of-control acceleration protects directors during potential M&A scenarios—typical for biotech boards. There are no red flags regarding timing or size; the strike equals market price, avoiding discounted options. From a governance perspective, this is routine and does not alter the investment thesis.

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^*

GRAY SUSANNAH

(Last) (First) (Middle)

C/O 4D MOLECULAR THERAPEUTICS, INC.

5858 HORTON STREET #455

(Street)

EMERYVILLLE CA 94608

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
4D Molecular Therapeutics, Inc. [ FDMT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025

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

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)	$4.15	06/17/2025		A(1)		22,500		(2)	06/16/2035	Common Stock	22,500	$0	22,500	D

Explanation of Responses:

1. Automatically granted pursuant to the terms of the Company's non-employee director compensation program.

2. The stock option vests and becomes exercisable with respect to 1/3 of the total shares on June 17, 2026 and in equal monthly installments thereafter, subject to the Reporting Person continuing service to Issuer through each vesting date, until the shares are fully vested on June 17, 2028. Additionally, the stock options will vest in full upon the consummation of a Change in Control (as defined in the 2020 Incentive Award Plan).

	/s/ Scott Bizily as Attorney-in-Fact for Susannah Gray	06/20/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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