Orchestra BioMed Insider Filing Shows Routine 393-Share Tax Withholding

Rhea-AI Filing Summary

Form 4 overview: Orchestra BioMed Holdings, Inc. (ticker OBIO) reported an insider transaction by Principal Accounting Officer Joshua Aiello on 06/18/2025.

Key details: 393 shares of "Common Stock, $0.0001 par value" were withheld (Transaction Code F) at a price of $2.99 per share to cover tax obligations triggered by the vesting of restricted stock units. No shares were sold on the open market.

Post-transaction ownership: Mr. Aiello now directly owns 4,329 OBIO shares. No derivative securities were reported, and no 10b5-1 trading plan box was marked.

Investor take-away: Code F transactions are administrative and typically have negligible market impact because they do not reflect discretionary buying or selling. The filing neither alters the company’s fundamentals nor signals a shift in insider sentiment.

Insights

Securities Analyst

TL;DR: Small, non-discretionary share withholding; neutral signal for OBIO.

The 393-share Code F transaction is routine tax-withholding related to RSU vesting. At ~US$1,175 in value, it is immaterial relative to OBIO’s float and conveys no change in insider conviction. Post-vesting ownership of 4,329 shares indicates continued equity exposure by the officer. Investors should view the filing as housekeeping rather than a market-moving event.

Corporate Governance Expert

TL;DR: Compliance filing meets Section 16 requirements; no governance concerns.

The Form 4 was filed within the statutory two-business-day window and clearly states the nature of the transaction. Because the shares were withheld for taxes, there are no potential conflicts around trading windows or selective disclosure. Governance risk remains unchanged.

Insider Trade Summary

Net Seller: 393 shares

Net Sell 1 txn

Insider Aiello Joshua

Role Principal Accounting Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock, par value $0.0001 per share ("Common Stock")	393	$2.99	$1K

Holdings After Transaction: Common Stock, par value $0.0001 per share ("Common Stock") — 4,329 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. No shares were sold in the market as a result of the vesting of these restricted stock units and the satisfaction of tax withholding obligations.

FAQ

How many Orchestra BioMed (OBIO) shares were involved in the Form 4?

The filing shows 393 shares were withheld to satisfy tax obligations.

Was the insider’s transaction an open-market sale?

No. It was a Code F tax-withholding event related to RSU vesting; no shares were sold in the market.

What is Joshua Aiello’s current OBIO share ownership?

After the withholding, he directly owns 4,329 shares.

Does the Form 4 reference any derivative securities?

No derivative securities were reported in the filing.

Was the transaction executed under a Rule 10b5-1 trading plan?

The filing does not indicate that the transaction was made pursuant to a Rule 10b5-1 plan.

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

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 06/20/2025 - 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^*

Aiello Joshua

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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")	06/18/2025		F(1)		393	D	$2.99	4,329	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. No shares were sold in the market as a result of the vesting of these restricted stock units and the satisfaction of tax withholding obligations.

	/s/ Andrew Taylor, Attorney-in-Fact	06/20/2025
	** 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.