Director at Q32 Bio (QTTB) receives 9,810 stock options tied to Atlas Venture

Rhea-AI Filing Summary

Q32 Bio Inc. director David S. Grayzel received a grant of stock options covering 9,810 shares of common stock at an exercise price of $12.64 per share. These options vest in full on the earlier of June 12, 2027 or the issuer’s next annual stockholder meeting, subject to his continued service. Any proceeds from sales of shares issued upon exercise are to be transferred to Atlas Venture Life Science Advisors, LLC, and Grayzel disclaims ownership except for any pecuniary interest.

Insights

Equity compensation analyst

Director received a routine stock option grant as board compensation.

Director David S. Grayzel was granted options for 9,810 Q32 Bio common shares with a $12.64 exercise price, expiring on June 11, 2036. The grant appears to be standard equity compensation rather than an open-market transaction.

The options vest in full on the earlier of June 12, 2027 or the next annual stockholder meeting, conditional on his continued board service. Footnotes state proceeds from any sale of exercised shares will be transferred to Atlas Venture Life Science Advisors, LLC, and Grayzel disclaims beneficial ownership except for any pecuniary interest, underscoring that this filing reflects a compensation award with indirect economic exposure.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider GRAYZEL DAVID S.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (Right to Buy)	9,810	$0.00	--

Holdings After Transaction: Stock Option (Right to Buy) — 9,810 shares (Direct, null)

Footnotes (1)

1. The shares underlying this option shall vest and become exercisable in full upon the earlier of (i) June 12, 2027 or (ii) the date of the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continued service on such vesting date. This option was granted to the Reporting Person, a director of the Issuer. The proceeds of any sale of shares of common stock issued to the Reporting Person upon exercise of this option will be transferred to Atlas Venture Life Science Advisors, LLC and as such, the Reporting Person disclaims ownership of such securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest therein, if any.

Key Figures

Option grant size: 9,810 options Exercise price: $12.64 per share Expiration date: June 11, 2036 +1 more

4 metrics

Option grant size 9,810 options Stock Option (Right to Buy) granted to director

Exercise price $12.64 per share Exercise price of stock options

Expiration date June 11, 2036 Option expiration

Vesting date trigger June 12, 2027 or next annual meeting Full vesting condition subject to continued service

Key Terms

Stock Option (Right to Buy), pecuniary interest, Section 16 of the Securities Exchange Act of 1934, vesting

4 terms

Stock Option (Right to Buy) financial

"security_title: Stock Option (Right to Buy)"

pecuniary interest financial

"except to the extent of his pecuniary interest therein, if any"

Section 16 of the Securities Exchange Act of 1934 regulatory

"disclaims ownership of such securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934"

A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

vesting financial

"shares underlying this option shall vest and become exercisable in full"

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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Form 4 Insider Transactions: What Each Field Means →

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^*

GRAYZEL DAVID S.

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

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

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)	$12.64	06/12/2026		A		9,810		(1)	06/11/2036	Common Stock	9,810	$0	9,810	D(2)

Explanation of Responses:

1. The shares underlying this option shall vest and become exercisable in full upon the earlier of (i) June 12, 2027 or (ii) the date of the Issuer's next annual meeting of stockholders, subject to the Reporting Person's continued service on such vesting date.

2. This option was granted to the Reporting Person, a director of the Issuer. The proceeds of any sale of shares of common stock issued to the Reporting Person upon exercise of this option will be transferred to Atlas Venture Life Science Advisors, LLC and as such, the Reporting Person disclaims ownership of such securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, except to the extent of his pecuniary interest therein, if any.

	/s/ Eric Bell, Attorney-in-Fact	06/16/2026
	** 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 did Q32 Bio (QTTB) director David Grayzel report in this Form 4?

He reported receiving a grant of stock options for 9,810 Q32 Bio common shares at an exercise price of $12.64. The options represent equity compensation for his board service, not an open-market stock purchase or sale.

When do David Grayzel’s Q32 Bio (QTTB) stock options vest?

The options vest and become exercisable in full on the earlier of June 12, 2027, or the date of Q32 Bio’s next annual stockholder meeting. Vesting is conditioned on his continued service as a director through the applicable vesting date.

What is the exercise price and expiration date of the Q32 Bio (QTTB) options granted?

The stock options carry a $12.64 per share exercise price and expire on June 11, 2036. After vesting, Grayzel can choose to exercise them any time before expiration, subject to applicable company and securities law requirements.

Does David Grayzel personally receive proceeds from selling Q32 Bio (QTTB) shares from these options?

Footnotes state that any proceeds from sales of common stock issued upon exercise will be transferred to Atlas Venture Life Science Advisors, LLC. Grayzel disclaims beneficial ownership of these securities except for any pecuniary interest he may have.

Is this Q32 Bio (QTTB) Form 4 an open-market trade or a compensation award?

This Form 4 reflects a compensation award, not an open-market trade. The A transaction code and zero purchase price indicate a grant of stock options as director compensation rather than a market purchase or sale of existing shares.