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Moderna president exercises 9,283 RSUs on Sept. 1

Moderna President Stephen Hoge reported an RSU vesting and tax-related share withholding on September 1, 2026, with substantial direct and indirect equity positions remaining.

(Neutral)
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Form Type
4

Rhea-AI Filing Summary

Moderna, Inc. (MRNA) reported that President Stephen Hoge exercised 9,283 Restricted Stock Units on September 1, 2026, converting them into an equal number of common shares. To cover related tax obligations, 4,489 common shares were delivered or withheld at $140.34 per share. Following the RSU conversion, Hoge held 92,828 Restricted Stock Units directly, and also had indirect ownership of common stock through Valhalla, LLC and a family trust, with the trust position reported subject to a Section 16 beneficial ownership disclaimer.

Positive

  • None.

Negative

  • None.
Insider Hoge Stephen
Role President
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F4 9,283 $0.00 $0.00
Exercise Common Stock F1 9,283 -- --
Tax Withholding Common Stock F2 4,489 $140.34 $630K
holding Common Stock -- -- --
holding Common Stock F3 -- -- --
Holdings After Transaction: Restricted Stock Units — 92,828 contracts (Direct); Common Stock — 1,489,699 shares (Direct); Common Stock — 4,116 shares (Indirect, By Valhalla, LLC); Common Stock — 151,933 shares (Indirect, By Trust)
Footnotes (4)
  1. F1. Restricted stock units convert into common stock on a one-for-one basis.
  2. F2. Represents shares withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the vest of restricted stock units.
  3. F3. These shares are owned directly by a trust for the benefit of Dr. Hoge's spouse and children, of which his spouse is a trustee. The reporting person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
  4. F4. 25% of the shares subject to this restricted stock unit award vested on March 1, 2026 with the remainder vesting in twelve (12) equal quarterly installments thereafter.
RSUs exercised 9,283 units Restricted Stock Units converting into common stock on September 1, 2026
Shares withheld for taxes 4,489 shares Common shares delivered or withheld to satisfy tax withholding obligations
Tax withholding price $140.34 per share Price applied to the 4,489 common shares withheld for tax liability
RSUs held after transaction 92,828 units Direct Restricted Stock Unit holdings following the September 1, 2026 conversion
Indirect holdings via Valhalla, LLC 4,116 shares Common stock held indirectly by Valhalla, LLC as of September 1, 2026
Indirect holdings via trust 151,933 shares Common stock held indirectly by a family trust subject to a Section 16 ownership disclaimer
RSU vesting schedule initial tranche 25% vested March 1, 2026 First tranche of the RSU award; remainder vests in twelve equal quarterly installments
Restricted Stock Units financial
"Restricted Stock Units convert into common stock on a one-for-one basis"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"shares withheld at the election of the Reporting Person to satisfy tax withholding obligations"
Section 16 beneficial ownership regulatory
"The reporting person disclaims Section 16 beneficial ownership of these securities"
pecuniary interest financial
"except to the extent of his pecuniary interest therein, if any"
vested financial
"25% of the shares subject to this restricted stock unit award vested on March 1, 2026"

FAQ

What equity transaction did Moderna (MRNA) President Stephen Hoge report on September 1, 2026?

He reported the exercise of 9,283 Restricted Stock Units, which converted into an equal number of Moderna common shares, as part of a scheduled vesting of a restricted stock unit award.

How many Moderna (MRNA) shares were withheld for Stephen Hoge’s tax obligations?

In connection with the RSU vesting, 4,489 common shares were delivered or withheld at $140.34 per share to satisfy tax withholding obligations related to the vesting event.

How many Restricted Stock Units does Stephen Hoge hold after the reported transaction at Moderna (MRNA)?

After the September 1, 2026 RSU conversion, Stephen Hoge held 92,828 Restricted Stock Units directly, which remain subject to their vesting schedule described in the award footnote.

What indirect Moderna (MRNA) shareholdings are associated with Stephen Hoge?

The filing lists 4,116 common shares held indirectly by Valhalla, LLC and 151,933 common shares held indirectly by a trust for his spouse and children, with a disclaimer of Section 16 beneficial ownership for the trust holdings.

Was Stephen Hoge’s September 1, 2026 Moderna (MRNA) transaction under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked, and the footnotes do not state that the September 1, 2026 transactions were executed pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Hoge Stephen

(Last)(First)(Middle)
C/O MODERNA, INC.
325 BINNEY STREET

(Street)
CAMBRIDGE MASSACHUSETTS 02142

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Moderna, Inc. [ MRNA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
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
Common Stock09/01/2026M(1)9,283A(1)1,494,188D
Common Stock09/01/2026F(2)4,489D$140.341,489,699D
Common Stock4,116IBy Valhalla, LLC
Common Stock151,933IBy Trust(3)
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
Restricted Stock Units(1)09/01/2026M(1)9,283 (4) (4)Common Stock9,283$092,828D
Explanation of Responses:
1. Restricted stock units convert into common stock on a one-for-one basis.
2. Represents shares withheld at the election of the Reporting Person to satisfy tax withholding obligations in connection with the vest of restricted stock units.
3. These shares are owned directly by a trust for the benefit of Dr. Hoge's spouse and children, of which his spouse is a trustee. The reporting person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
4. 25% of the shares subject to this restricted stock unit award vested on March 1, 2026 with the remainder vesting in twelve (12) equal quarterly installments thereafter.
/s/ James Dillon, as Attorney-in-Fact09/03/2026
** 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)