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Avidity Biosciences (RNA) director’s options, shares paid out in Novartis deal

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Avidity Biosciences director Jean Jinsun Kim reported the disposition of stock options and common shares to the company in connection with its merger with Novartis. The filing shows multiple stock option awards and common stock, including shares from previously reported restricted stock units, were surrendered as part of the transaction.

According to the merger agreement among Novartis AG, Ajax Acquisition Sub, Inc., and Avidity Biosciences, the reported options were exchanged for cash equal to the merger consideration of $72.00 per share minus the applicable exercise price, rather than being sold in the open market.

Positive

  • None.

Negative

  • None.
Insider Kim Jean Jinsun
Role Director
Type Security Shares Price Value
Disposition Stock Option (Right to Buy) 10,034 $0.00 --
Disposition Stock Option (Right to Buy) 13,489 $0.00 --
Disposition Stock Option (Right to Buy) 22,000 $0.00 --
Disposition Stock Option (Right to Buy) 22,000 $0.00 --
Disposition Stock Option (Right to Buy) 30,000 $0.00 --
Disposition Common Stock 6,692 $0.00 --
Holdings After Transaction: Stock Option (Right to Buy) — 0 shares (Direct); Common Stock — 0 shares (Direct)
Footnotes (1)
  1. The reported securities represent shares of Common Stock (inclusive of shares of Common Stock issuable upon settlement of previously reported restricted stock units) disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of October 25, 2025 (the "Merger Agreement"), among Novartis AG ("Novartis"), Ajax Acquisition Sub, Inc., an indirect wholly owned subsidiary of Novartis, and the Issuer. The reported Options were disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the merger consideration of $72.00 over the exercise price.
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
X
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*
Kim Jean Jinsun

(Last) (First) (Middle)
C/O AVIDITY BIOSCIENCES, INC.
3020 CALLAN RD.

(Street)
SAN DIEGO CA 92121

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Avidity Biosciences, Inc. [ RNAM ]
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)
02/27/2026
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 02/27/2026 D 6,692(1) D (1) 0 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) $33.62 02/27/2026 D 10,034 (2) 06/09/2035 Common Stock 10,034 (2) 0 D
Stock Option (Right to Buy) $39.96 02/27/2026 D 13,489 (2) 06/12/2034 Common Stock 13,489 (2) 0 D
Stock Option (Right to Buy) $12.48 02/27/2026 D 22,000 (2) 06/14/2033 Common Stock 22,000 (2) 0 D
Stock Option (Right to Buy) $12.03 02/27/2026 D 22,000 (2) 06/14/2032 Common Stock 22,000 (2) 0 D
Stock Option (Right to Buy) $27.63 02/27/2026 D 30,000 (2) 01/10/2031 Common Stock 30,000 (2) 0 D
Explanation of Responses:
1. The reported securities represent shares of Common Stock (inclusive of shares of Common Stock issuable upon settlement of previously reported restricted stock units) disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of October 25, 2025 (the "Merger Agreement"), among Novartis AG ("Novartis"), Ajax Acquisition Sub, Inc., an indirect wholly owned subsidiary of Novartis, and the Issuer.
2. The reported Options were disposed of, pursuant to the Merger Agreement, in exchange for a cash payment equal to the excess of the merger consideration of $72.00 over the exercise price.
/s/ John B. Moriarty, Jr., J.D., Attorney-in-Fact 02/27/2026
** 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.

FAQ

What insider activity did Avidity Biosciences (RNA) report for Jean Jinsun Kim?

Avidity Biosciences reported that director Jean Jinsun Kim disposed of stock options and common shares to the issuer. These transactions occurred pursuant to the company’s merger agreement with Novartis, reflecting a structured payout tied to the acquisition terms rather than open-market trading.

How were Jean Jinsun Kim’s stock options in Avidity Biosciences (RNA) treated in the Novartis merger?

Kim’s Avidity Biosciences stock options were disposed of under the merger agreement and exchanged for cash. The cash amount equaled the merger consideration of $72.00 per share minus each option’s exercise price, converting option value into cash as part of the acquisition.

What happened to Jean Jinsun Kim’s Avidity Biosciences (RNA) common stock in the merger?

The filing states that Kim’s reported common stock, including shares issuable from previously reported restricted stock units, was disposed of under the merger agreement. These dispositions occurred in connection with the Novartis acquisition, representing a merger-driven transaction rather than routine market buying or selling.

Was Jean Jinsun Kim’s Form 4 for Avidity Biosciences (RNA) an open-market sale?

No, the Form 4 describes dispositions to the issuer under a merger agreement, not open-market sales. The options and common stock were surrendered in exchange for merger consideration, including cash payments based on the $72.00 per share deal price and the options’ exercise prices.

Which companies are involved in the Avidity Biosciences (RNA) merger tied to this Form 4?

The merger involves Avidity Biosciences, Novartis AG, and Ajax Acquisition Sub, Inc., an indirect wholly owned subsidiary of Novartis. Jean Jinsun Kim’s reported dispositions of options and common stock were executed pursuant to the terms of this Agreement and Plan of Merger.
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