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Orchestra BioMed (OBIO) Form 4: 7,500 RSU Award and Ownership Update

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

Rhea-AI Filing Summary

Orchestra BioMed director Eric S. Fain was awarded 7,500 restricted stock units (RSUs) on 08/07/2025. Each RSU represents a contingent right to receive one share of common stock and the award shows a transaction price of $0. The RSUs will vest on the one-year anniversary of the grant date, subject to the Reporting Person's continuous service through that date.

The Form 4 reports that following the reported acquisition the Reporting Person beneficially owns 7,500 shares directly and 58,449 shares indirectly through the Fain Living Trust. The filing discloses the RSU grant as the non-derivative acquisition reported on the form.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Director received a time‑vesting award of 7,500 RSUs; disclosure appears routine and does not by itself indicate a material corporate event.

The Form 4 documents a non‑derivative acquisition: 7,500 RSUs granted on 08/07/2025 at a reported price of $0, each converting to one share upon vesting. The RSUs vest one year after grant, conditioned on continuous service. The filing also lists 58,449 shares held indirectly via the Fain Living Trust, clarifying the reporting person’s combined direct and indirect holdings. Based solely on the disclosed figures, this is a standard director equity grant disclosed under Section 16.

TL;DR: Award is a routine director compensation disclosure; vesting schedule and trust holdings are explicitly reported.

The submission records an RSU award that vests on the one‑year anniversary of the grant subject to continued service, an ordinary mechanism for aligning incentives through equity-based compensation. The Form 4 clearly separates direct beneficial ownership (7,500 shares post‑grant) from indirect ownership (58,449 shares via the Fain Living Trust). The form provides the required disclosure of the non‑derivative acquisition without additional conditions or derivative instruments reported.

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*
Fain Eric S

(Last) (First) (Middle)
C/O ORCHESTRA BIOMED HOLDINGS, INC.
150 UNION SQUARE DRIVE

(Street)
NEW HOPE PA 18938

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025
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, par value $0.0001 per share ("Common Stock") 08/07/2025 A 7,500(1) A $0 7,500 D
Common Stock 08/07/2025 A 7,500(1) A $0 58,449 I By the Fain Living Trust
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 an award of restricted stock units ("RSUs") awarded to the Reporting Person on August 7, 2025 (the "Grant Date"). Each RSU represents a contingent right to receive one share of Common Stock. The RSUs will vest on the one year anniversary of the Grant Date, subject to the Reporting Person's continuous service through such date.
/s/ Andrew Taylor, Attorney-in-Fact 08/08/2025
** 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 did Eric S. Fain report on the OBIO Form 4?

The Form 4 reports an award of 7,500 RSUs to Eric S. Fain dated 08/07/2025, each RSU representing one share of common stock.

When do the RSUs granted to Eric S. Fain vest?

The RSUs will vest on the one‑year anniversary of the grant date, contingent on the Reporting Person's continuous service through that date.

How many shares does Eric S. Fain beneficially own after the reported transaction?

Following the reported transaction the Form 4 shows 7,500 shares beneficially owned directly and 58,449 shares beneficially owned indirectly through the Fain Living Trust.

What price is reported for the RSU award on the Form 4?

The Form 4 displays the transaction with a reported price of $0, consistent with an RSU award that converts to shares upon vesting.

Does the Form 4 report any derivative securities for the Reporting Person?

No. Table II for derivative securities contains no reported entries in this filing.
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237.72M
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Biotechnology
Surgical & Medical Instruments & Apparatus
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United States
NEW HOPE