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Novartis deal sees Avidity (RNA) director dispose stock and options

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

Rhea-AI Filing Summary

Avidity Biosciences director Tamar Thompson reported disposing of all her Avidity equity in connection with the company’s merger with Novartis. Footnotes state that her common stock, including shares underlying previously reported restricted stock units, was transferred to the issuer under the merger agreement, and her stock options were cancelled in exchange for cash equal to the merger consideration of $72.00 per share minus each option’s exercise price. Following these issuer dispositions on February 27, 2026, her reported holdings of both common stock and options are shown as zero.

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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*
Thompson Tamar

(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
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 did Avidity Biosciences (RNA) director Tamar Thompson report on this Form 4?

Tamar Thompson reported disposing of all her Avidity Biosciences equity. Her common stock and stock options were transferred or cancelled in connection with the merger with Novartis, leaving her with zero reported common shares and options after the transactions.

How were Tamar Thompson’s Avidity Biosciences stock options treated in the Novartis merger?

Her Avidity stock options were cancelled under the merger agreement and exchanged for cash. Each option received a payment equal to the merger consideration of $72.00 per share minus its exercise price, reflecting standard cash-out treatment in an all-cash merger.

What happened to Tamar Thompson’s Avidity Biosciences common stock in this filing?

Her common stock, including shares issuable from previously reported restricted stock units, was disposed of to the issuer under the Novartis merger agreement. After this issuer disposition, the Form 4 shows her owning zero shares of Avidity common stock directly.

Does Tamar Thompson still hold any Avidity Biosciences securities after these transactions?

According to the reported totals, she holds no Avidity securities after the merger-related dispositions. The Form 4 shows zero shares of common stock and zero stock options remaining following the February 27, 2026 transactions disclosed in the filing.

What merger agreement is referenced in Tamar Thompson’s Avidity Biosciences Form 4?

The filing references an Agreement and Plan of Merger dated October 25, 2025 among Novartis AG, Ajax Acquisition Sub, Inc., an indirect Novartis subsidiary, and Avidity Biosciences. The reported stock and option dispositions occurred pursuant to this merger agreement.
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11.25B
154.74M
Biotechnology
Pharmaceutical Preparations
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United States
SAN DIEGO