Form 4: Klinger Shannon Thyme reports multiple insider transactions in MRNA

Rhea-AI Filing Summary

Klinger Shannon Thyme reported multiple insider transaction types in a Form 4 filing for MRNA. The filing lists transactions totaling 3,964 shares at a weighted average price of $41.99 per share. Following the reported transactions, holdings were 55,861 shares.

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

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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^*

Klinger Shannon Thyme

(Last) (First) (Middle)

C/O MODERNA, INC.

325 BINNEY STREET

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Moderna, Inc. [ MRNA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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
Common Stock	02/11/2026		A(1)		2,630	A	$0	55,861	D
Common Stock	02/11/2026		F(2)		1,334	D	$41.99	54,527	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported transaction is the vesting of performance-based restricted stock units granted to the reporting person on February 28, 2023 (the "2023 PSUs").

2. Represents shares withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the vesting of the 2023 PSUs.

	/s/ James Dillon, as Attorney-in-Fact	02/13/2026
	** 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.

FAQ

What insider transactions did Moderna (MRNA) report for Shannon Thyme Klinger?

Shannon Thyme Klinger reported vesting of 2,630 Moderna common shares and a related tax-withholding disposition of 1,334 shares on February 11, 2026. These changes reflect routine equity compensation activity tied to previously granted performance-based restricted stock units.

How many Moderna (MRNA) shares did the Chief Legal Officer acquire in this Form 4?

The Chief Legal Officer acquired 2,630 shares of Moderna common stock at $0 per share. The acquisition occurred through the vesting of performance-based restricted stock units originally granted on February 28, 2023 as part of her equity compensation.

Why were 1,334 Moderna (MRNA) shares disposed of in this filing?

The 1,334 Moderna shares were disposed of to satisfy tax withholding obligations at $41.99 per share. This tax-withholding disposition is connected to the vesting of the 2023 performance-based restricted stock units reported in the same Form 4.

What is Shannon Thyme Klinger's ownership in Moderna (MRNA) after these transactions?

After the reported transactions, Shannon Thyme Klinger directly beneficially owned 54,527 shares of Moderna common stock. This reflects the net result of 2,630 shares acquired through PSU vesting and 1,334 shares withheld for tax obligations on February 11, 2026.

What equity award triggered the Moderna (MRNA) Form 4 for Shannon Thyme Klinger?

The Form 4 was triggered by the vesting of performance-based restricted stock units granted on February 28, 2023, referred to as the “2023 PSUs.” Their vesting on February 11, 2026 resulted in share delivery and related tax-withholding share disposition.

Is the Moderna (MRNA) Form 4 a buy or sell by the Chief Legal Officer?

The filing shows an acquisition through equity award vesting and a tax-withholding disposition, not an open-market buy or sell. Shares were granted at $0 and some were withheld at $41.99 solely to cover tax obligations tied to the vesting.