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Orchestra BioMed (OBIO) director granted RSUs, shares withheld for taxes

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

Rhea-AI Filing Summary

Orchestra BioMed Holdings, Inc. director John Prosper Mack reported routine equity compensation activity involving restricted stock units (RSUs). On the grant date, he received 34,653 RSUs, each representing one future share of common stock, vesting after one year of continued service.

When previously granted RSUs vested, 3,510 shares were withheld by the company to cover tax obligations, with no shares sold in the market. Following these transactions, he holds 71,429 shares of common stock directly.

Positive

  • None.

Negative

  • None.
Insider Mack John Prosper
Role Director
Type Security Shares Price Value
Tax Withholding Common Stock 3,510 $0.00 --
Grant/Award Common Stock, par value $0.0001 per share ("Common Stock") 34,653 $0.00 --
Holdings After Transaction: Common Stock — 71,429 shares (Direct); Common Stock, par value $0.0001 per share ("Common Stock") — 74,939 shares (Direct)
Footnotes (1)
  1. Represents an award of restricted stock units ("RSUs") awarded to the Reporting Person on June 23, 2026 (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. Represents the withholding of shares by the Issuer to satisfy tax withholding obligations in connection with vesting of RSUs. No shares were sold in the market as a result of the vesting of these RSUs and the satisfaction of tax withholding obligations.
RSU grant size 34,653 RSUs Awarded on June 23, 2026, vesting after one year of service
Shares withheld for taxes 3,510 shares Withheld to satisfy tax obligations upon RSU vesting
Holdings after tax withholding 71,429 shares Common stock held directly after the June 24, 2026 transaction
Holdings after RSU grant 74,939 shares Common stock reported immediately after the June 23, 2026 grant
Vesting period 1 year RSUs vest on the one-year anniversary of the June 23, 2026 grant date
restricted stock units ("RSUs") financial
"Represents an award of restricted stock units ("RSUs") awarded to the Reporting Person on June 23, 2026"
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.
contingent right financial
"Each RSU represents a contingent right to receive one share of Common Stock."
tax withholding obligations financial
"Represents the withholding of shares by the Issuer to satisfy tax withholding obligations in connection with vesting of RSUs."
vesting financial
"No shares were sold in the market as a result of the vesting of these RSUs"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
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FAQ

What did Orchestra BioMed (OBIO) director John Prosper Mack receive in this Form 4?

He received an award of 34,653 restricted stock units (RSUs). Each RSU represents a contingent right to one share of common stock that will vest after one year of continued service with Orchestra BioMed.

How do the new RSUs for Orchestra BioMed (OBIO) director vest?

The 34,653 RSUs vest on the one-year anniversary of the June 23, 2026 grant date. Vesting is contingent on John Prosper Mack’s continuous service with Orchestra BioMed through that one-year vesting date.

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

No market sales occurred. The 3,510 shares shown as a disposition were withheld by Orchestra BioMed solely to satisfy tax withholding obligations related to RSU vesting, as explicitly stated in the filing footnote.

Why were 3,510 Orchestra BioMed (OBIO) shares disposed of in this insider filing?

The 3,510-share disposition reflects shares withheld by Orchestra BioMed to cover tax withholding obligations when RSUs vested. This is a non-market, administrative tax-withholding event rather than an open-market sale of shares.

How many Orchestra BioMed (OBIO) shares does John Prosper Mack hold after these transactions?

After the reported RSU grant and tax-withholding disposition, John Prosper Mack directly holds 71,429 shares of Orchestra BioMed common stock. This post-transaction ownership figure is reported in the Form 4 transaction table.
SEC Form 4
FORM 4UNITED 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*
Mack John Prosper

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/23/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock, par value $0.0001 per share ("Common Stock")06/23/2026A34,653(1)A$074,939D
Common Stock06/24/2026F(2)3,510D$071,429D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents an award of restricted stock units ("RSUs") awarded to the Reporting Person on June 23, 2026 (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.
2. Represents the withholding of shares by the Issuer to satisfy tax withholding obligations in connection with vesting of RSUs. No shares were sold in the market as a result of the vesting of these RSUs and the satisfaction of tax withholding obligations.
/s/ Andrew Taylor, Attorney-in-Fact06/25/2026
** Signature of Reporting PersonDate
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)