[Form 4] Orchestra BioMed Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Perceptive Advisors LLC and affiliated entities, already a >10 % shareholder of Orchestra BioMed Holdings (OBIO), filed Form 4 disclosing additional purchases on 1 Aug 2025.

• Acquired 700,000 common shares at $2.75 per share through the issuer’s registered public offering (transaction code “P”).
• Acquired 1,500,000 pre-funded warrants (exercise price $0.0001; purchase price $2.7499) that are immediately exercisable, subject to a beneficial-ownership cap.
• Following the transactions, indirect beneficial ownership stands at 5,292,556 common shares and 1,500,000 warrants.
• Filers listed are Perceptive Advisors LLC (investment manager), Perceptive Life Sciences Master Fund Ltd., and Joseph Edelman (managing member). No dispositions were reported.

The filing signals continued capital commitment by a significant insider during the public offering.

Insights

Financial Analyst

TL;DR: 10% holder increases OBIO stake—fresh cash, bullish insider signal.

The Master Fund added 700 k shares and 1.5 m pre-funded warrants at the public-offering price, lifting total exposure to roughly 6.8 m common-share equivalents. Because the purchase occurred in the same offering open to outside investors, pricing is arm’s-length, suggesting confidence rather than preferential treatment. Large follow-on buying by the company’s longest-standing holder typically supports sentiment and may ease aftermarket pressure on the newly issued shares. No sales were recorded, so the net change is accretive to insider ownership.

Portfolio Manager

TL;DR: Sizeable insider buy improves alignment; modest float dilution offset by committed holder.

The 10 %+ owner financed $1.9 m in common and $4.1 m in pre-funded warrants (est.) at ~$2.75, locking in optionality via near-zero-exercise-price warrants. From a portfolio perspective, deeper insider ownership reduces agency risk and often acts as downside support in early-stage med-tech names like OBIO. The warrants’ immediate exercisability means conversion could occur swiftly if the cap allows, but cash is already received, limiting dilution anxiety. Overall impact is positive, though investors will monitor total ownership limits.

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

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X

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^*

PERCEPTIVE ADVISORS LLC

(Last) (First) (Middle)

51 ASTOR PLACE, 10TH FLOOR

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Orchestra BioMed Holdings, Inc. [ OBIO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	08/01/2025		P		700,000	A	$2.75(1)	5,292,556	I	See Footnote(2)

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
Pre-funded Warrants (right to buy)	$0.0001	08/01/2025		P		1,500,000		(3)	(3)	Common Stock	1,500,000	$2.7499(4)	1,500,000	I	See footnote(2)

1. Name and Address of Reporting Person^*

PERCEPTIVE ADVISORS LLC

(Last) (First) (Middle)

51 ASTOR PLACE, 10TH FLOOR

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

PERCEPTIVE LIFE SCIENCES MASTER FUND LTD

(Last) (First) (Middle)

51 ASTOR PLACE, 10TH FLOOR

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

EDELMAN JOSEPH

(Last) (First) (Middle)

51 ASTOR PLACE, 10TH FLOOR

(Street)

NEW YORK NY 10003

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Represents the purchase price for each share of Common Stock purchased by the Reporting Person in the Issuer's registered public offering that closed on August 1, 2025.

2. The securities are directly held by Perceptive Life Sciences Master Fund, Ltd. (the "Master Fund"). Perceptive Advisors LLC (the "Advisor") serves as the investment manager of the Master Fund. Joseph Edelman ("Mr. Edelman") serves as the managing member of the Advisor. Each of Mr. Edelman and the Advisor disclaim, for purposes of Section 16 of the Securities Exchange Act of 1934, beneficial ownership of such securities, except to the extent of their indirect pecuniary interest therein, and this report shall not be deemed an admission that the Advisor or Mr. Edelman are beneficial owner of such securities for purposes of Section 16 or for any other purposes.

3. The pre-funded warrants are immediately exercisable and will expire on the date they are exercised in full, subject to the Beneficial Ownership Limitation.

4. Represents the purchase price for each pre-funded warrant purchased by the Reporting Person in the Issuer's registered public offering that closed on August 1, 2025.

	/s/ Joseph Edelman - for Perceptive Advisors LLC, By: Joseph Edelman, its managing member	08/05/2025
	/s/ Joseph Edelman - for Perceptive Life Sciences Master Fund, Ltd., By: Perceptive Advisors LLC, its investment manager, By: Joseph Edelman, its managing member	08/05/2025
	/s/ Joseph Edelman	08/05/2025
	** Signature of Reporting Person	Date
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