STOCK TITAN

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

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jade Biosciences director Christopher W. Cain received a grant of stock options covering 34,843 shares of common stock at an exercise price of $15.22 per share. The option vests in full on the earlier of June 9, 2027 or the next annual stockholder meeting, subject to his continued service.

Under an arrangement with Fairmount Funds Management LLC, Cain holds this option for one or more Fairmount investment funds and must turn over any net cash or stock to Fairmount for those funds. Both Cain and Fairmount disclaim beneficial ownership of the option and underlying shares.

Positive

  • None.

Negative

  • None.
Insider CAIN CHRISTOPHER W.
Role null
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 34,843 $0.00 --
Holdings After Transaction: Stock Option (Right to Buy) — 34,843 shares (Direct, null)
Footnotes (1)
  1. This option represents a right to purchase shares of the Issuer's common stock, which vests in full on the earlier of (i) June 9, 2027 or (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to the Reporting Person's continued service to the Issuer. Under the Reporting Person's arrangement with Fairmount Funds Management LLC ("Fairmount"), the Reporting Person holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). The Reporting Person is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.
Option shares granted 34,843 shares Stock Option (Right to Buy) grant to Christopher W. Cain
Exercise price $15.22 per share Conversion or exercise price of the stock option
Shares underlying option 34,843 shares Underlying common stock tied to the derivative award
Post-grant derivative holdings 34,843 derivative securities Total options reported following the transaction
Option expiration date June 8, 2036 Expiration date of the stock option award
Vesting trigger date June 9, 2027 Latest vesting date, or earlier at next annual meeting
Stock Option (Right to Buy) financial
"This option represents a right to purchase shares of the Issuer's common stock"
vests in full financial
"which vests in full on the earlier of (i) June 9, 2027 or (ii) the date of the next annual meeting"
beneficial ownership financial
"The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein."
investment vehicles financial
"the Reporting Person holds the option for one or more investment vehicles managed by Fairmount"
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SEC Form 4
FORM 4UNITED 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*
CAIN CHRISTOPHER W.

(Last)(First)(Middle)
C/O JADE BIOSCIENCES, INC.
221 CRESCENT ST., BLDG. 23, STE. 105

(Street)
WALTHAM MASSACHUSETTS 02453

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Jade Biosciences, Inc. [ JBIO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$15.2206/09/2026A34,843 (1)06/08/2036Common Stock34,843$034,843D(2)
Explanation of Responses:
1. This option represents a right to purchase shares of the Issuer's common stock, which vests in full on the earlier of (i) June 9, 2027 or (ii) the date of the next annual meeting of the Issuer's stockholders, in each case, subject to the Reporting Person's continued service to the Issuer.
2. Under the Reporting Person's arrangement with Fairmount Funds Management LLC ("Fairmount"), the Reporting Person holds the option for one or more investment vehicles managed by Fairmount (each, a "Fairmount Fund"). The Reporting Person is obligated to turn over to Fairmount any net cash or stock received from the option for the benefit of such Fairmount Fund. The Reporting Person therefore disclaims beneficial ownership of the option and underlying common stock. Fairmount disclaims beneficial ownership of any of the reported securities, except to the extent of its pecuniary interest therein.
/s/ Elizabeth Balta, as attorney-in-fact for Christopher W. Cain06/11/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Jade Biosciences (JBIO) disclose on this Form 4?

Jade Biosciences disclosed that director Christopher W. Cain was granted a stock option over 34,843 shares of common stock at an exercise price of $15.22 per share, reflecting a compensation-related award rather than an open-market purchase or sale.

What are the vesting terms of the new Jade Biosciences (JBIO) stock option grant?

The stock option vests in full on the earlier of June 9, 2027 or the date of Jade Biosciences’ next annual stockholder meeting, provided Christopher W. Cain continues to serve the company through that date according to the disclosure.

How many JBIO shares are covered by Christopher W. Cain’s new option award?

The option represents a right to purchase 34,843 shares of Jade Biosciences common stock. Following the grant, the total option position reported for this award is 34,843 derivative securities tied to the company’s common shares.

What is the role of Fairmount Funds Management LLC in this JBIO Form 4?

Under an arrangement with Fairmount Funds Management LLC, Christopher W. Cain holds the option for one or more Fairmount-managed investment funds and must turn over any net cash or stock from the option for the benefit of those funds, as disclosed.

Does Christopher W. Cain claim beneficial ownership of the JBIO option and underlying shares?

No. The filing states that Christopher W. Cain disclaims beneficial ownership of the option and underlying Jade Biosciences common stock, and Fairmount also disclaims beneficial ownership except to the extent of its pecuniary interest in the reported securities.

Is this Jade Biosciences (JBIO) Form 4 a market purchase or sale of stock?

The Form 4 reports a grant of a stock option, not an open-market purchase or sale. It is classified as a derivative grant award, with no purchase or sale of existing common shares reported in this filing.