Avidity Biosciences (RNA) CTO sells 3,727 shares to cover RSU taxes

Rhea-AI Filing Summary

Avidity Biosciences, Inc. Chief Technical Officer Charles Calderaro III reported an automatic sale of common stock to cover taxes from restricted stock unit (RSU) vesting. On January 7, 2026, he sold 3,727 shares of common stock at $72.23 per share in a mandated “sell-to-cover” transaction tied to RSUs that vested on January 6, 2026. This sale was required under the company’s equity incentive plan to satisfy tax withholding obligations and was executed under an instruction letter intended to meet Rule 10b5-1(c) affirmative defense conditions. Following the sale, he beneficially owned 49,797 shares of Avidity Biosciences 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).

X

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^*

Calderaro Charles III

(Last) (First) (Middle)

C/O AVIDITY BIOSCIENCES, INC.

3020 CALLAN ROAD

(Street)

SAN DIEGO CA 92121

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Avidity Biosciences, Inc. [ RNA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/07/2026

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	01/07/2026		S		3,727(1)	D	$72.23	49,797	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 number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs on January 6, 2026 and the sale of the resulting shares of common stock on January 7, 2026. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary trade by the Reporting Person. The Reporting Person has executed an instruction letter for the automatic sale of such "sell-to-cover" shares, intended to satisfy the affirmative defense conditions of Rule 10b5-1.

Remarks:

	/s/ John B. Moriarty, Jr., J.D., Attorney-in-Fact	01/09/2026
	** 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 transaction did Avidity Biosciences (RNA) report?

Avidity Biosciences reported that Chief Technical Officer Charles Calderaro III sold 3,727 shares of common stock on January 7, 2026.

At what price were the Avidity Biosciences shares sold in this Form 4?

The reported transaction shows a sale price of $72.23 per share for the 3,727 Avidity Biosciences common shares sold.

Why did the Avidity Biosciences CTO sell 3,727 shares?

The 3,727 shares were sold to cover tax withholding obligations arising from RSUs that vested on January 6, 2026, under a mandated “sell-to-cover” arrangement.

Was the Avidity Biosciences CTO’s stock sale discretionary?

No. The filing states the sale was mandated by the company’s equity incentive plan as a “sell-to-cover” transaction and does not represent a discretionary trade by the reporting person.

Is this Avidity Biosciences insider sale under a Rule 10b5-1 plan?

Yes. The CTO executed an instruction letter for the automatic sale of the “sell-to-cover” shares, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

How many Avidity Biosciences shares does the CTO hold after the sale?

After the reported transaction, Chief Technical Officer Charles Calderaro III beneficially owned 49,797 shares of Avidity Biosciences common stock.