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Moderna (NASDAQ: MRNA) president’s RSUs vest as 991 shares withheld for taxes

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

Rhea-AI Filing Summary

For Moderna, Inc. (MRNA), President Stephen Hoge reported the vesting and settlement of restricted stock units into common stock. On August 27 and 28, 2026, RSUs covering a total of 2,048 common shares were converted on a one-for-one basis, and corresponding common shares were acquired. In connection with these vests, a total of 991 common shares were withheld to satisfy tax withholding obligations at prices between about $143 and $150 per share. Following these transactions, Hoge also reports indirect holdings of 4,116 common shares through Valhalla, LLC and 151,933 common shares held by a trust for the benefit of his spouse and children, for which he disclaims Section 16 beneficial ownership except to the extent of any pecuniary interest.

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Insider Hoge Stephen
Role President
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F5 611 $0.00 $0.00
Exercise Common Stock F1 611 -- --
Tax Withholding Common Stock F2 296 $142.77 $42K
Exercise Restricted Stock Units F1, F4 1,437 $0.00 $0.00
Exercise Common Stock F1 1,437 -- --
Tax Withholding Common Stock F2 695 $149.66 $104K
holding Common Stock -- -- --
holding Common Stock F3 -- -- --
Holdings After Transaction: Restricted Stock Units — 9,842 shares (Direct); Common Stock — 1,484,905 shares (Direct); Common Stock — 4,116 shares (Indirect, By Valhalla, LLC); Common Stock — 151,933 shares (Indirect, By Trust)
Footnotes (5)
  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 February 27, 2025 with the remainder vesting in twelve (12) equal quarterly installments thereafter.
  5. F5. 25% of the shares subject to this restricted stock unit award vested on February 28, 2024 with the remainder vesting in twelve (12) equal quarterly installments thereafter.
RSUs converted August 27, 2026 1,437 shares Restricted stock units converting into common stock on a one-for-one basis
RSUs converted August 28, 2026 611 shares Restricted stock units converting into common stock on a one-for-one basis
Shares withheld for taxes at $149.66 695 shares at $149.66 per share Withheld to satisfy tax withholding obligations on August 27, 2026
Shares withheld for taxes at $142.77 296 shares at $142.77 per share Withheld to satisfy tax withholding obligations on August 28, 2026
Total RSUs converted 2,048 shares Total restricted stock units converted into common stock across both dates
Total shares withheld for taxes 991 shares Common shares withheld for tax withholding obligations related to RSU vesting
Indirect holdings via Valhalla, LLC 4,116 shares Common stock held indirectly by Valhalla, LLC
Indirect holdings via trust 151,933 shares Common stock owned by a trust for the benefit of spouse and children
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"
indirect ownership financial
"These shares are owned directly by a trust for the benefit of Dr. Hoge's spouse"

FAQ

What insider equity transactions did MRNA President Stephen Hoge report on this Form 4?
Stephen Hoge reported RSU vesting and conversion into 2,048 common shares on August 27–28, 2026, along with the related withholding of 991 shares to satisfy tax withholding obligations. These are compensation-related equity events rather than open-market purchases or sales.

How many Moderna (MRNA) shares were withheld for Stephen Hoge’s taxes?
In total, 991 common shares of Moderna were withheld to satisfy tax withholding obligations in connection with the vesting of restricted stock units, at per-share prices of $149.66 for 695 shares and $142.77 for 296 shares.

What RSU conversions did Stephen Hoge report for Moderna (MRNA)?
Hoge reported RSU conversions into common stock on a one-for-one basis. On August 27, 2026, 1,437 RSUs converted into 1,437 common shares, and on August 28, 2026, 611 RSUs converted into 611 common shares, reflecting scheduled vesting of prior equity awards.

What indirect holdings of Moderna (MRNA) stock does Stephen Hoge report?
Hoge reports indirect ownership of 4,116 common shares held by Valhalla, LLC and 151,933 common shares held by a trust for the benefit of his spouse and children. He disclaims Section 16 beneficial ownership of the trust shares except for any pecuniary interest.

Were Stephen Hoge’s Moderna (MRNA) transactions open-market buys or sells?
No. The reported events are RSU vesting and conversion into common stock and shares withheld for tax obligations. The Form 4 shows no open-market purchase or sale transactions by Hoge in this filing.

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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*
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)
08/27/2026		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 Stock08/27/2026M(1)1,437A(1)1,485,285D
Common Stock08/27/2026F(2)695D$149.661,484,590D
Common Stock08/28/2026M(1)611A(1)1,485,201D
Common Stock08/28/2026F(2)296D$142.771,484,905D
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)08/27/2026M(1)1,437 (4) (4)Common Stock1,437$08,621D
Restricted Stock Units(1)08/28/2026M(1)611 (5) (5)Common Stock611$01,221D
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 February 27, 2025 with the remainder vesting in twelve (12) equal quarterly installments thereafter.
5. 25% of the shares subject to this restricted stock unit award vested on February 28, 2024 with the remainder vesting in twelve (12) equal quarterly installments thereafter.
/s/ James Dillon, as Attorney-in-Fact08/31/2026
** 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)

Source: View Original Filing on SEC EDGAR