Orchestra BioMed (OBIO) director uses 5,145 shares to cover RSU tax withholding

Rhea-AI Filing Summary

Orchestra BioMed Holdings, Inc. director Eric S. Fain reported an indirect disposition of 5,145 shares of common stock on 2026-08-12. The shares, held by The Fain Living Trust, were withheld by the company to cover tax withholding obligations arising from vesting of restricted stock units. No shares were sold in the market, and the trust’s indirect holdings after this event were 99,630 shares.

Insider Trade Summary

Net Seller: 5,145 shares

Net Sell 1 txn

Insider Fain Eric S

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock, par value $0.0001 per share F1	5,145	$4.42	$23K

Holdings After Transaction: Common Stock, par value $0.0001 per share — 99,630 shares (Indirect, By the Fain Living Trust)

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 ("RSUs"). No shares were sold in the market as a result of the vesting of these RSUs and the satisfaction of tax withholding obligations.

Key Figures

Shares withheld for tax: 5,145 shares Per-share reference price: $4.42 per share Shares held after transaction: 99,630 shares

3 metrics

Shares withheld for tax 5,145 shares Withheld on 2026-08-12 to satisfy tax withholding obligations on RSU vesting

Per-share reference price $4.42 per share Price associated with the 5,145-share tax-withholding disposition

Shares held after transaction 99,630 shares Indirect holdings by The Fain Living Trust following the reported transaction

Key Terms

restricted stock units, tax withholding obligations, withholding of shares, indirect

4 terms

restricted stock units financial

"in connection with vesting of restricted stock units ("RSUs")."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"to satisfy tax withholding obligations in connection with vesting of restricted stock units"

withholding of shares financial

"Represents the withholding of shares by the Issuer to satisfy tax withholding obligations"

indirect financial

"ownership_type is coded as indirect, "By the Fain Living Trust""

FAQ

What insider transaction did OBIO director Eric S. Fain report?

Eric S. Fain reported that 5,145 OBIO shares were withheld on 2026-08-12 to satisfy tax withholding obligations from vesting restricted stock units, leaving 99,630 shares held indirectly by The Fain Living Trust.

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

No market sale occurred. The 5,145 shares reported were withheld by the issuer to cover tax withholding obligations tied to vesting RSUs; the footnote states no shares were sold in the market.

How many Orchestra BioMed (OBIO) shares does Eric S. Fain hold after this transaction?

Following the tax-withholding disposition, The Fain Living Trust holds 99,630 shares of Orchestra BioMed common stock indirectly attributable to Eric S. Fain, according to the reported post-transaction balance.

What does transaction code F mean in this OBIO Form 4?

Transaction code F indicates shares were used for payment of tax liability or exercise price. Here, 5,145 shares were withheld specifically to satisfy tax withholding obligations from vesting restricted stock units.

Is Eric S. Fain’s OBIO ownership direct or indirect in this filing?

The reported holdings are indirect, coded as "I" and described as held "By the Fain Living Trust". The Form 4 attributes the post-transaction 99,630 shares to this trust.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/14/2026 - 04:25 PM Accepted by SEC EDGAR 08/14/2026 - 04:16 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^*

Fain Eric S

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share	08/12/2026		F(1)		5,145	D	$4.42	99,630	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 the withholding of shares by the Issuer to satisfy tax withholding obligations in connection with vesting of restricted stock units ("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-Fact	08/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)