Orchestra BioMed (OBIO) President/COO reports 34,974 performance stock options

Rhea-AI Filing Summary

Orchestra BioMed Holdings director and President/COO Darren Sherman reported the vesting of a performance-based stock option for 34,974 shares of common stock. The option carries an exercise price of $2.85 per share and is held directly.

According to the disclosure, this option was originally granted on April 23, 2025. It vests over four years, with 25% scheduled to vest on April 23, 2026, and the remaining 75% vesting in equal installments every three months over the following three years. After the January 28, 2026 transaction, Sherman beneficially owns 34,974 stock options.

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
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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 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
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
01/28/2026

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

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
Stock Option	$2.85	01/28/2026(1)		A		34,974		(2)	04/23/2035	Common Stock	34,974	$0	34,974	D

Explanation of Responses:

1. This date represents the date of vesting of a performance stock option granted on April 23, 2025.

2. The stock option vests over a four-year period as follows: 25% on the April 23, 2026 (the "Vesting Commencement Date") with the remaining 75% vesting in equal installments every three months thereafter on the same day of the month as the Vesting Commencement Date over a three-year period, commencing in the third month after the Vesting Commencement Date.

Remarks:

President and Chief Operating Officer

	/s/ Andrew Taylor, Attorney-in-Fact	02/06/2026
	** 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.

FAQ

What insider transaction did OBIO executive Darren Sherman report?

Darren Sherman reported the vesting of a performance stock option for 34,974 shares of Orchestra BioMed common stock. The derivative security is a stock option with a $2.85 exercise price, recorded as directly owned following the January 28, 2026 transaction.

What are the terms of Darren Sherman’s Orchestra BioMed stock option?

The reported Orchestra BioMed stock option covers 34,974 shares at a $2.85 exercise price. It is a performance stock option, originally granted on April 23, 2025, and is scheduled to vest over a four-year period under a defined quarterly vesting schedule.

How does Darren Sherman’s OBIO stock option vest over time?

The option vests 25% on April 23, 2026, designated as the Vesting Commencement Date. The remaining 75% vests in equal installments every three months on the same calendar day over three years, beginning in the third month after the Vesting Commencement Date.

What role does Darren Sherman hold at Orchestra BioMed (OBIO)?

Darren Sherman is identified as both a director and an officer of Orchestra BioMed Holdings. The remarks section specifies his officer role as President and Chief Operating Officer, reflecting a senior leadership position combined with board-level responsibilities at the company.

How many Orchestra BioMed derivative securities does Darren Sherman own after this filing?

Following the reported transaction dated January 28, 2026, Darren Sherman beneficially owns 34,974 derivative securities in the form of stock options. These options are reported as directly owned and are tied to Orchestra BioMed’s common stock, subject to the stated vesting schedule.

When does Darren Sherman’s reported OBIO stock option expire?

The reported stock option linked to Orchestra BioMed common stock carries an expiration date of April 23, 2035. This long-dated expiration gives a multi-year window after vesting for potential exercise, consistent with typical executive equity incentive structures.