Disc Medicine (IRON) CFO sells 11,156 shares under Rule 10b5-1 plan

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Disc Medicine, Inc. Chief Financial Officer Jean M. Franchi reported open-market sales of a total of 11,156 shares of common stock on February 17–18, 2026. The transactions were executed at weighted average prices of $62.8600, $65.0097, and $65.8889 per share, with footnotes noting sale price ranges between $64.47 and $66.38.

According to the disclosure, one of these transactions was a "sell to cover" sale used to satisfy tax withholding obligations related to previously vested restricted stock units, and did not represent a discretionary trade. All transactions were carried out under a pre-arranged Rule 10b5-1 trading plan adopted on September 25, 2025. After these sales, Franchi directly owned 71,343 shares of Disc Medicine common stock.

Insider Trade Summary

Net Seller: 11,156 shares ($719,727)

Net Sell 3 txns

Insider Franchi Jean M.

Role Chief Financial Officer

Sold 11,156 shs ($720K)

Type	Security	Shares	Price	Value
Sale	Common Stock	3,397	$65.0097	$221K
Sale	Common Stock	3,684	$65.8889	$243K
Sale	Common Stock	4,075	$62.86	$256K

Holdings After Transaction: Common Stock — 75,027 shares (Direct)

Footnotes (1)

This transaction represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of certain restricted stock units previously reported in Table I. This sale is a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person. These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted on September 25, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.47 to $65.45, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) and (4) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.51 to $66.38, inclusive.

Form 4 Insider Transactions: What Each Field Means →

02/19/2026 - 05:42 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^*

Franchi Jean M.

(Last)

(First)

(Middle)

C/O DISC MEDICINE, INC.

321 ARSENAL STREET, SUITE 101

(Street)

WATERTOWN

02472

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Disc Medicine, Inc. [ IRON ]

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)
02/17/2026

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)
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	02/17/2026		S⁽¹⁾		4,075	D	$62.86	78,424	D
Common Stock	02/18/2026		S⁽²⁾		3,397	D	$65.0097⁽³⁾	75,027	D
Common Stock	02/18/2026		S⁽²⁾		3,684	D	$65.8889⁽⁴⁾	71,343	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)

Explanation of Responses:

1. This transaction represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of certain restricted stock units previously reported in Table I. This sale is a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.

2. These transactions were effected by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted on September 25, 2025.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.47 to $65.45, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3) and (4) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.51 to $66.38, inclusive.

	By: /s/ Rahul Khara, as Attorney-in-Fact	02/19/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did Disc Medicine (IRON) disclose in this Form 4?

Disc Medicine disclosed that CFO Jean M. Franchi sold 11,156 shares of common stock in open-market transactions on February 17–18, 2026. The filing details share counts, weighted average sale prices, and remaining ownership after the transactions.

How many Disc Medicine (IRON) shares did the CFO sell and at what prices?

The CFO sold a total of 11,156 common shares. Reported weighted average sale prices were $62.8600, $65.0097, and $65.8889 per share, with additional footnotes noting execution price ranges between $64.47 and $66.38 across multiple trades.

Why were some Disc Medicine (IRON) shares sold by the CFO in this filing?

One of the reported transactions represents a "sell to cover" sale to satisfy tax withholding obligations from vesting restricted stock units. This sale was specifically described as non-discretionary, tied to tax obligations rather than an independent trading decision.

Was the Disc Medicine (IRON) CFO’s stock sale under a Rule 10b5-1 plan?

Yes. The filing states the transactions were executed under a Rule 10b5-1 trading plan adopted on September 25, 2025. Such plans pre-schedule trades, helping separate routine sales from discretionary market-timing decisions by insiders.

How many Disc Medicine (IRON) shares does the CFO hold after these sales?

After completing the reported transactions, CFO Jean M. Franchi directly owned 71,343 shares of Disc Medicine common stock. This post-transaction balance is disclosed in the Form 4 as the total shares beneficially owned following the final sale.

What do the weighted average sale price footnotes mean in the Disc Medicine (IRON) Form 4?

The filing notes that reported prices are weighted averages for multiple trades executed within price ranges, such as $64.47–$65.45 and $65.51–$66.38. The insider undertakes to provide full breakdowns of shares sold at each individual price upon request.