Orchestra BioMed (NASDAQ: OBIO) insider reports RSU tax withholding event

Rhea-AI Filing Summary

Orchestra BioMed Holdings director and officer Darren Sherman reported a tax-related share disposition linked to restricted stock units. On the vesting of RSUs, the company withheld 33,317 shares of common stock at an effective price of $4.57 per share to cover tax obligations. According to the filing, no shares were sold in the market in connection with this event. After this withholding, Sherman directly holds 1,204,252 shares of Orchestra BioMed common stock.

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^*

Sherman Darren

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

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	03/25/2026		F(1)		33,317	D	$4.57	1,204,252	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 ("RSUs"). No shares were sold in the market as a result of the vesting of these RSUs and the satisfaction of tax withholding obligations.

Remarks:

President and Chief Operating Officer

	/s/ Andrew Taylor, Attorney-in-Fact	03/27/2026
	** 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)

FAQ

What insider transaction did OBIO director Darren Sherman report on this Form 4?

Darren Sherman reported a tax-withholding disposition of 33,317 shares of Orchestra BioMed common stock. The shares were withheld by the company to satisfy tax obligations arising from the vesting of restricted stock units, rather than being sold in the open market.

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

No market sale occurred in this filing. The 33,317 shares were withheld by Orchestra BioMed to cover tax liabilities from vesting restricted stock units, and the footnote states explicitly that no shares were sold in the market as a result of this transaction.

How many Orchestra BioMed (OBIO) shares does Darren Sherman hold after this transaction?

Following the tax-withholding disposition, Darren Sherman directly holds 1,204,252 shares of Orchestra BioMed common stock. This post-transaction holding figure is disclosed in the Form 4 and reflects his remaining direct ownership after the RSU-related tax withholding.

What does transaction code F mean in the OBIO Form 4 for Darren Sherman?

Transaction code F indicates payment of tax liability or exercise price by delivering securities. In this case, 33,317 Orchestra BioMed shares were withheld to satisfy tax obligations upon RSU vesting, rather than representing a discretionary open-market sale by Darren Sherman.

Is the OBIO Form 4 transaction by Darren Sherman considered a routine compensation event?

Yes, the filing describes a routine compensation-related event. Shares were withheld to cover taxes on vesting restricted stock units, and the footnote clarifies this was solely for tax withholding purposes with no market sale involved in the transaction.