Orchestra BioMed insider RSU tax withholding filed

Orchestra BioMed Holdings, Inc. director and officer Darren Sherman reported a tax-withholding share disposition tied to RSU vesting.

Rhea-AI Filing Summary

Orchestra BioMed Holdings, Inc. director and officer Darren Sherman reported a tax-withholding share disposition tied to RSU vesting. On the transaction date, 4,925 shares of common stock were withheld by the company at $3.98 per share to satisfy tax obligations from vesting restricted stock units.

The footnote clarifies that no shares were sold in the market in connection with this event. After this routine tax-withholding transaction, Sherman directly holds 1,199,327 shares of Orchestra BioMed common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 4,925 shares

Exercise Price or Tax Liability 1 txn

Insider Sherman Darren

Role See Remarks

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, par value $0.0001 per share	4,925	$3.98	$20K

Holdings After Transaction: Common Stock, par value $0.0001 per share — 1,199,327 shares (Direct)

Footnotes (1)

1. F1. Represents the withholding of shares by the Issuer to satisfy tax withholding obligations in connection with vesting of restricted stock units ("RSUs"). No shares were sold in the market as a result of the vesting of these RSUs and the satisfaction of tax withholding obligations.

Key Figures

Tax-withholding shares: 4,925 shares Tax-withholding price: $3.98 per share Post-transaction holdings: 1,199,327 shares

3 metrics

Tax-withholding shares 4,925 shares Shares withheld to satisfy RSU tax obligations

Tax-withholding price $3.98 per share Valuation used for withheld RSU shares

Post-transaction holdings 1,199,327 shares Sherman’s direct Orchestra BioMed holdings after transaction

Key Terms

restricted stock units ("RSUs"), tax withholding obligations, withholding of shares, Form 4

4 terms

restricted stock units ("RSUs") financial

"in connection with vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

tax withholding obligations financial

"to satisfy tax withholding obligations in connection with vesting of RSUs."

withholding of shares financial

"Represents the withholding of shares by the Issuer to satisfy tax withholding obligations"

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Darren Sherman report for OBIO?

Darren Sherman reported a disposition of 4,925 Orchestra BioMed shares to cover tax withholding on vested RSUs. The company withheld these shares at $3.98 each, and no shares were sold in the open market.

Were any Orchestra BioMed (OBIO) shares sold in the market in this Form 4?

No, the filing states that no Orchestra BioMed shares were sold in the market. The 4,925 shares reported were withheld by the issuer solely to satisfy tax withholding obligations related to restricted stock unit vesting.

How many Orchestra BioMed shares does Darren Sherman hold after this Form 4 transaction?

After the reported tax-withholding disposition, Darren Sherman directly holds 1,199,327 shares of Orchestra BioMed common stock. This figure comes from the post-transaction ownership column in the Form 4’s non-derivative securities table.

What does the F transaction code mean in Darren Sherman’s OBIO Form 4?

The F code indicates a payment of exercise price or tax liability by delivering securities. In this case, 4,925 Orchestra BioMed shares were withheld by the issuer to satisfy tax withholding obligations from vesting restricted stock units (RSUs).

What price per share was used for the OBIO tax-withholding shares?

The Form 4 reports a price of $3.98 per Orchestra BioMed share for the 4,925 shares withheld. This price is used to value the shares applied toward satisfying the associated tax withholding obligations on the vested RSUs.

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

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Accepted by SEC EDGAR 05/29/2026 - 04:15 PM Learn about SEC filing dates

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

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^*

Sherman Darren

(Last) (First) (Middle)

C/O ORCHESTRA BIOMED HOLDINGS, INC.

150 UNION SQUARE DRIVE

(Street)

NEW HOPE PENNSYLVANIA 18938

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share	05/28/2026		F(1)		4,925	D	$3.98	1,199,327	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. Represents the withholding of shares by the Issuer to satisfy tax withholding obligations in connection with vesting of restricted stock units ("RSUs"). No shares were sold in the market as a result of the vesting of these RSUs and the satisfaction of tax withholding obligations.

Remarks:

President and Chief Operating Officer

	/s/ Andrew Taylor, Attorney-in-Fact	05/29/2026
	** 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.
* Form 4: SEC 1474 (03-26)