Q32 Bio grants 37,500-share award to chief scientist

Q32 Bio Inc. reported that Chief Scientific Officer Shelia M. Violette acquired 37,500 shares of common stock on July 16, 2026 from the vesting of performance-based restricted stock units tied to a financing of at least $100,000,000 in gross proceeds.

Rhea-AI Filing Summary

Q32 Bio Inc. reported that Chief Scientific Officer Shelia M. Violette acquired 37,500 shares of common stock on July 16, 2026 from the vesting of performance-based restricted stock units tied to a financing of at least $100,000,000 in gross proceeds. These PSUs are also subject to a time-based condition and will vest in equal quarterly installments over three years from July 1, 2026, contingent on her continued service. Following this award, she holds 130,569 shares directly and 36,277 shares indirectly through Violette Holdings LLC, where she disclaims beneficial ownership beyond any pecuniary interest.

Insider Trade Summary

Grant/Award: 37,500 shares

Grant/Award 2 txns

Insider Violette Shelia M.

Role Chief Scientific Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	37,500	$0.00	$0.00
holding	Common Stock F2	--	--	--

Holdings After Transaction: Common Stock — 130,569 shares (Direct); Common Stock — 36,277 shares (Indirect, By Violette Holdings LLC)

Footnotes (2)

1. F1. Represents shares of Issuer common stock underlying performance-based restricted stock units ("PSUs") granted on July 6, 2026, which vested on July 16, 2026 with respect to a performance-based condition, upon achievement of the closing of a financing of at least $100,000,000 in gross proceeds on or before December 31, 2026. Such PSUs are also subject to a time-based condition, which provides that the PSUs shall vest in equal quarterly installments over three years from July 1, 2026, subject to the Reporting Person's continued service to the Issuer through each applicable vesting date. Each PSU represents a contingent right to receive one share of Issuer common stock.
2. F2. Shares held by Violette Holdings LLC ("Violette Holdings"). The Reporting Person is a manager of Violette Holdings and disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any, and this report shall not be deemed an admission that she is the beneficial owner of such shares for purposes of Section 16 of the Exchange Act or for any other purpose.

Key Figures

Share award: 37,500 shares Direct holdings after transaction: 130,569 shares Indirect holdings via Violette Holdings LLC: 36,277 shares +2 more

5 metrics

Share award 37,500 shares Common stock acquired on July 16, 2026 from PSU vesting

Direct holdings after transaction 130,569 shares Direct Q32 Bio common stock held following the July 16, 2026 award

Indirect holdings via Violette Holdings LLC 36,277 shares Indirectly held by Violette Holdings LLC with beneficial ownership disclaimed except for pecuniary interest

Financing performance threshold $100,000,000 gross proceeds Minimum financing size required for performance-based PSU vesting on or before December 31, 2026

PSU time-based vesting period three years PSUs vest in equal quarterly installments over three years from July 1, 2026

Key Terms

performance-based restricted stock units, time-based condition, gross proceeds, pecuniary interest, +1 more

5 terms

performance-based restricted stock units financial

"Represents shares of Issuer common stock underlying performance-based restricted stock units ("PSUs")"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

time-based condition financial

"Such PSUs are also subject to a time-based condition, which provides"

gross proceeds financial

"closing of a financing of at least $100,000,000 in gross proceeds on or before"

The total amount of cash a company receives from a financing event or sale before any fees, expenses, taxes or deductions are taken out. Investors watch gross proceeds because it shows the raw scale of new capital being raised—think of it as the paycheck amount before withholdings—which helps assess how much funding is available for operations, growth, debt payoff or how much shareholder dilution might occur once costs are removed.

pecuniary interest regulatory

"disclaims beneficial ownership of these shares except to the extent of her pecuniary interest"

beneficial owner regulatory

"not be deemed an admission that she is the beneficial owner of such shares"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Q32 Bio (QTTB) disclose for Shelia M. Violette?

Q32 Bio disclosed that Chief Scientific Officer Shelia M. Violette acquired 37,500 shares of common stock on July 16, 2026. The shares arose from the vesting of performance-based restricted stock units as part of her equity compensation package.

How many Q32 Bio (QTTB) shares does Shelia M. Violette hold after this Form 4?

After the reported award, Shelia M. Violette holds 130,569 Q32 Bio common shares directly. She also has 36,277 shares held indirectly through Violette Holdings LLC, for which she disclaims beneficial ownership beyond any pecuniary interest.

What performance condition applies to the PSUs reported by Q32 Bio (QTTB)?

The PSUs vest based on closing a financing of at least $100,000,000 in gross proceeds on or before December 31, 2026. The filing states these PSUs vested on July 16, 2026 with respect to this performance-based condition once the financing requirement was achieved.

What is the time-based vesting schedule for the Q32 Bio (QTTB) PSUs?

Beyond the performance trigger, the PSUs are subject to a time-based condition and vest in equal quarterly installments over three years from July 1, 2026. Continued service to Q32 Bio through each vesting date is required for the remaining installments.

How are Violette Holdings LLC shares treated in Q32 Bio (QTTB)'s Form 4?

The Form 4 shows 36,277 shares held by Violette Holdings LLC, an entity managed by Shelia M. Violette. She expressly disclaims beneficial ownership of these shares except to the extent of her pecuniary interest, if any, under Section 16 standards.

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

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Accepted by SEC EDGAR 07/20/2026 - 09:31 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^*

Violette Shelia M.

(Last) (First) (Middle)

Q32 BIO INC.

830 WINTER STREET

(Street)

WALTHAM MASSACHUSETTS 02451

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Q32 Bio Inc. [ QTTB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026

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	07/16/2026		A(1)		37,500	A	$0	130,569	D
Common Stock								36,277	I	By Violette Holdings LLC(2)

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 shares of Issuer common stock underlying performance-based restricted stock units ("PSUs") granted on July 6, 2026, which vested on July 16, 2026 with respect to a performance-based condition, upon achievement of the closing of a financing of at least $100,000,000 in gross proceeds on or before December 31, 2026. Such PSUs are also subject to a time-based condition, which provides that the PSUs shall vest in equal quarterly installments over three years from July 1, 2026, subject to the Reporting Person's continued service to the Issuer through each applicable vesting date. Each PSU represents a contingent right to receive one share of Issuer common stock.

2. Shares held by Violette Holdings LLC ("Violette Holdings"). The Reporting Person is a manager of Violette Holdings and disclaims beneficial ownership of these shares except to the extent of her pecuniary interest therein, if any, and this report shall not be deemed an admission that she is the beneficial owner of such shares for purposes of Section 16 of the Exchange Act or for any other purpose.

	/s/ Eric Bell, Attorney-in-Fact	07/20/2026
	** 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)