4D Molecular Therapeutics Files Form 4 for 22.5K Director Stock Options

Rhea-AI Filing Summary

Form 4 filing for 4D Molecular Therapeutics (FDMT) reports a routine non-derivative insider transaction dated 06/17/2025.

• Reporting person: Nancy Miller-Rich, independent director.
• Transaction: Automatic grant of 22,500 stock options (right to buy common shares) at an exercise price of $4.15 per share.
• Vesting schedule: 1/3 vests on 06/17/2026; the remainder vests monthly until fully vested on 06/17/2028, or sooner upon a change-of-control event.
• Expiration: 06/16/2035.
• Post-transaction holdings: 22,500 derivative securities reported as directly held.

No sales or purchases of already-issued common stock occurred, and the filing contains no financial performance data. The grant stems from the company’s standard non-employee director compensation program and does not indicate a shift in corporate strategy or insider sentiment.

Insights

Securities Analyst

TL;DR: Routine director option grant; neutral impact on FDMT valuation.

The 22,500-share option issuance aligns director incentives but is immaterial relative to FDMT’s ~38 million outstanding shares, adding <0.1% potential dilution if exercised. Strike price of $4.15 matches recent market levels, suggesting no preferential pricing. Vesting over three years with change-of-control acceleration is standard. Overall, this filing provides no new insight into operational performance or near-term catalysts and should be viewed as ordinary course compensation.

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^*

Miller-Rich Nancy

(Last) (First) (Middle)

C/O 4D 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 Nancy Miller-Rich	06/20/2025
	** 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.
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FAQ

What insider transaction did FDMT disclose in the latest Form 4?

FDMT granted 22,500 stock options to director Nancy Miller-Rich on 06/17/2025 at a $4.15 strike price.

When do the newly granted FDMT options vest?

They vest 1/3 on 06/17/2026 and monthly thereafter until full vesting on 06/17/2028, or earlier upon a change of control.

What is the expiration date of the FDMT director stock options?

The options expire on 06/16/2035 if not exercised before that date.

Does the Form 4 indicate any sale of FDMT common stock?

No, the filing shows no shares sold or purchased; only an option grant was reported.

How much dilution could the 22,500 options create for FDMT shareholders?

At full exercise the grant represents less than 0.1% of FDMT’s roughly 38 million shares outstanding, a negligible level.