Foghorn Therapeutics (FHTX) grants CFO 400,000 stock options

Rhea-AI Filing Summary

Foghorn Therapeutics Inc. reported that Chief Financial Officer Ryan D. Maynard was granted a stock option to acquire 400,000 shares of common stock at an exercise price of $5.75 per share. The option vests 25% on February 23, 2027, then 6.25% quarterly until fully vested.

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^*

Maynard Ryan D

(Last) (First) (Middle)

99 COOLIDGE AVENUE

SUITE 500

(Street)

WATERTOWN MA 02472

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Foghorn Therapeutics Inc. [ FHTX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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)	$5.75	02/23/2026		A		400,000		(1)	02/22/2036	Common Stock	400,000	$5.75	400,000	D

Explanation of Responses:

1. The option vests as to 25% of the underlying shares of common stock on February 23, 2027, and at a rate of 6.25% of the underlying shares thereafter on the first day of each calendar quarter until the option is fully vested.

Remarks:

	/s/ Michael LaCascia, Attorney-in-Fact for Ryan D. Maynard	02/24/2026
	** 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).
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FAQ

What did Foghorn Therapeutics (FHTX) disclose about its CFO in this insider filing?

Foghorn Therapeutics disclosed that its Chief Financial Officer, Ryan D. Maynard, received a stock option grant for 400,000 shares at $5.75 per share. This equity award aligns his compensation with shareholder interests through long-term stock-based incentives and a multi-year vesting schedule.

How many stock options did the FHTX CFO receive and at what price?

The FHTX Chief Financial Officer received a grant of 400,000 stock options with an exercise price of $5.75 per share. These options allow him to purchase company stock at that price once vested, potentially benefiting if the market price exceeds the exercise price.

What is the vesting schedule for the Foghorn Therapeutics CFO’s option grant?

The option vests as to 25% of the underlying shares on February 23, 2027. After that date, it vests at a rate of 6.25% of the underlying shares on the first day of each calendar quarter until the entire 400,000-share grant is fully vested.

Is the FHTX CFO’s stock option grant held directly or indirectly?

The stock option grant to the FHTX CFO is reported as directly owned. The filing shows the ownership type and code as direct, meaning the option is held in his own name rather than through a trust, partnership, or other related entity.

Does the Foghorn Therapeutics CFO’s option grant involve any purchase or sale of existing shares?

No, the Foghorn Therapeutics CFO’s transaction is a grant of derivative securities, not a market purchase or sale. It represents the right to buy 400,000 shares at $5.75 in the future, subject to the vesting schedule described in the filing footnote.