[Form 4] Jade Biosciences, Inc. Insider Trading Activity

Rhea-AI Filing Summary

On July 14, 2025, Jade Biosciences, Inc. (ticker JBIO) filed a Form 4 disclosing that its Chief Financial Officer, Bradford D. Dahms, received a new equity award.

• Security granted: Stock option covering 526,000 shares of common stock.
• Exercise price: $9.00 per share.
• Term: Expires on July 14, 2035 (10-year term).
• Vesting schedule: 25 % vests on July 14, 2026; the remaining 75 % vests in equal monthly installments over the following three years, contingent on continued employment.
• Ownership form: Direct.

No common stock was bought or sold; the filing strictly reports the compensatory option grant. The transaction could increase potential dilution by up to 526,000 shares if fully exercised, but its materiality depends on JBIO’s total shares outstanding, which is not provided in this filing.

Insights

Securities Analyst

TL;DR: Routine CFO option grant; neutral impact, minor potential dilution, standard 4-year vesting.

The Form 4 records a single compensatory grant to CFO Bradford Dahms. At $9 strike, the option aligns executive incentives with shareholder value creation above that price. The 10-year term and four-year vesting reflect market-standard structures and should not immediately affect cash flow or earnings. Potential dilution of 526 k shares is modest unless JBIO’s float is unusually small. No insider sales or purchases were reported, so no directional signal on management’s view of valuation. Overall, the disclosure is not materially impactful for investors beyond routine governance transparency.

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^*

Dahms Bradford D.

(Last) (First) (Middle)

C/O JADE BIOSCIENCES, INC.

221 CRESCENT ST., BLDG. 23, STE. 105

(Street)

WALTHAM MA 02453

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Jade Biosciences, Inc. [ JBIO ]

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)
07/14/2025

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)	$9	07/14/2025		A		526,000		(1)	07/14/2035	Common Stock	526,000	$0	526,000	D

Explanation of Responses:

1. This option represents a right to purchase 526,000 shares of the Issuer's common stock, one quarter of which will vest on July 14, 2026, with the remaining three quarters vesting in equal monthly installments over the following three years, subject to the Reporting Person's continued service to the Issuer on each such vesting date.

	/s/ Elizabeth Balta, as attorney-in-fact for Bradford D. Dahms	07/14/2025
	** 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.
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.

FAQ

How many JBIO options were granted to the CFO on July 14, 2025?

The CFO received 526,000 stock options for JBIO common shares.

What is the exercise price of the new JBIO CFO option grant?

Each option has an exercise price of $9.00 per share.

When do the JBIO CFO options vest?

25 % vest on July 14, 2026; the remaining 75 % vest in equal monthly tranches over the next three years.

Did the JBIO CFO buy or sell any common stock in this Form 4?

No. The filing only reports a compensatory option grant; no shares were bought or sold.

What is the expiration date of the JBIO CFO option grant?

The options expire on July 14, 2035 if not exercised earlier.