Avidity Biosciences (RNA) director disposes options in $72 Novartis merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Avidity Biosciences director Carsten Boess reported dispositions of stock options and common shares in connection with the company’s acquisition by Novartis. Several “Stock Option (Right to Buy)” awards and 6,692 shares of common stock were transferred to the issuer under the merger agreement.
The options were canceled in exchange for a cash payment equal to the excess of the merger consideration of $72.00 per share over each option’s exercise price, reflecting cash-out treatment rather than open-market sales.
Positive
- None.
Negative
- None.
Insider Trade Summary
7 transactions reported
Mixed
7 txns
Insider
BOESS CARSTEN
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) | 15,000 | $0.00 | -- |
| Disposition | Stock Option (Right to Buy) | 20,858 | $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)
- 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.
FAQ
What insider transaction did Avidity Biosciences (RNA) report on this Form 4?
Avidity Biosciences director Carsten Boess reported multiple dispositions of stock options and 6,692 shares of common stock. The transactions were issuer dispositions tied to Avidity’s merger agreement with Novartis, not open-market trades, and reflect merger-related consideration mechanics.
How were Carsten Boess’s Avidity stock options treated in the Novartis merger?
The reported Avidity stock options were disposed of 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, effectively cashing out the in-the-money value.
Do these Avidity (RNA) Form 4 transactions represent open-market selling?
No, the Form 4 transactions are coded as dispositions to the issuer, not market sales. The stock options and common shares were canceled or converted pursuant to the merger agreement with Novartis, receiving cash or merger consideration at the specified $72.00 per-share merger price.
What role does Novartis play in Carsten Boess’s reported Avidity transactions?
Novartis is the acquirer in Avidity’s merger, acting through Ajax Acquisition Sub, Inc. Under the merger agreement, Boess’s Avidity stock options and common shares were disposed of and exchanged for cash or merger consideration based on the stated $72.00 per-share merger consideration.