Orchestra BioMed Strengthens Director Compensation with Dual Stock Incentives

Rhea-AI Filing Summary

Orchestra BioMed Holdings (OBIO) reported insider trading activity through a Form 4 filing for Director David Pacitti. On June 24, 2025, Pacitti received two equity compensation awards:

• 12,422 Restricted Stock Units (RSUs) with a $0 exercise price, bringing his direct ownership to 29,968 shares
• 36,797 Stock Options with an exercise price of $3.22 per share, expiring June 24, 2035

Both the RSUs and stock options will vest in a single installment at the earlier of: (1) one-year anniversary of the grant date, or (2) the company's 2026 Annual Meeting of Stockholders, subject to continued service. This equity compensation aligns the director's interests with shareholders through a combination of full-value shares and performance incentives.

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^*

Pacitti David

(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)
06/24/2025

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")	06/24/2025		A		12,422(1)	A	$0	29,968	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
Stock Option (Right to Buy)	$3.22	06/24/2025		A		36,797		(2)	06/24/2035	Common Stock	36,797	$0	36,797	D

Explanation of Responses:

1. Represents an award of restricted stock units ("RSUs") awarded to the Reporting Person on June 24, 2025 (the "Grant Date"). Each RSU represents a contingent right to receive one share of Common Stock. The RSUs will vest in one installment on the earlier of (x) the one year anniversary of the Grant Date or (y) the date of the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continuous service through such dates.

2. The stock options will vest in one installment on the earlier of (x) the one year anniversary of the Grant Date or (y) the date of the Issuer's 2026 Annual Meeting of Stockholders, subject to the Reporting Person's continuous service through such dates.

	/s/ Andrew Taylor, Attorney-in-Fact	06/26/2025
	** 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 stock grants did OBIO director David Pacitti receive on June 24, 2025?

David Pacitti received two equity grants on June 24, 2025: (1) 12,422 restricted stock units (RSUs) and (2) stock options to purchase 36,797 shares of common stock at an exercise price of $3.22 per share.

When do David Pacitti's OBIO RSUs and stock options vest?

Both the RSUs and stock options will vest in one installment on the earlier of: (1) the one-year anniversary of the grant date (June 24, 2026) or (2) the date of OBIO's 2026 Annual Meeting of Stockholders, subject to continuous service.

How many shares of OBIO stock does David Pacitti own after the June 2025 grants?

Following the transactions, David Pacitti directly owns 29,968 shares of OBIO common stock and 36,797 stock options. The 12,422 RSUs will convert to common shares upon vesting.

What is the exercise price and expiration date of OBIO stock options granted to Pacitti?

The stock options were granted with an exercise price of $3.22 per share and expire on June 24, 2035, ten years from the grant date.