4D Molecular Therapeutics Issues Small Option Grant to Board Member

Rhea-AI Filing Summary

Form 4 overview: On 06/17/2025, 4D Molecular Therapeutics, Inc. (FDMT) granted director Jacob Chacko a stock option covering 22,500 common shares at an exercise price of $4.15 per share. The filing lists no sales or open-market purchases of the company’s equity; the only transaction disclosed is the option award delivered under the company’s non-employee director compensation program.

Vesting terms: One-third of the option becomes exercisable on 06/17/2026, with the remainder vesting in equal monthly installments until fully vested on 06/17/2028. The award also accelerates to 100% vesting upon a Change in Control, as defined in FDMT’s 2020 Incentive Award Plan.

Ownership impact: Following the grant, Chacko’s derivative-security holdings rise to 22,500 options. No non-derivative common-stock holdings are reported in Table I, suggesting the director currently holds no directly owned FDMT shares or that such holdings were unchanged.

Investor takeaway: The transaction is a routine equity-based compensation grant aimed at aligning director incentives with shareholder interests. It does not involve cash outlay by the company today, carries a 10-year life (expiring 06/16/2035), and is unlikely to materially affect FDMT’s share count or near-term financials.

Insights

Financial Analyst

TL;DR: Routine director option grant; negligible dilution; neutral for valuation.

The 22,500-share option equals less than 0.1% of FDMT’s basic share count, so prospective dilution is immaterial. The $4.15 strike price sits well below FDMT’s 52-week high, giving the director upside participation, but it creates no current expense beyond standard non-cash option accounting. No insider selling occurred, so market-signal value is neutral. Overall, this filing neither enhances nor detracts from the investment thesis.

Corporate Governance Expert

TL;DR: Grant aligns director incentives, follows standard board-comp policy; governance neutral.

The option was automatically granted under the board’s standing compensation program, indicating adherence to predetermined governance processes. The vesting schedule encourages multi-year service continuity, and acceleration on Change in Control is consistent with peer practice. No red flags such as back-dating or unusual pricing are evident. Investors should view this as routine governance housekeeping rather than a material strategic signal.

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^*

Chacko Jacob

(Last) (First) (Middle)

C/O MOLECULAR THERAPEUTICS, INC.

5858 HORTON STREET #455

(Street)

EMERYVILLE 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 Jacob Chacko	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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FAQ

What did FDMT disclose in the latest Form 4?

A 22,500-share stock-option grant to director Jacob Chacko at a $4.15 exercise price on 06/17/2025.

When do the FDMT options granted to director Jacob Chacko fully vest?

They fully vest on 06/17/2028, with one-third vesting on 06/17/2026 and monthly thereafter.

Does the Form 4 report any insider selling of FDMT shares?

No. No sales or purchases of common stock were reported; only an option grant was disclosed.

What is the potential dilution impact of the 22,500 FDMT options?

At less than 0.1% of outstanding shares, the dilution impact is considered immaterial.