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Avidity Biosciences (RNA) CEO equity cashed out in Novartis merger

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

Rhea-AI Filing Summary

Avidity Biosciences, Inc. reported that President and CEO Sarah Boyce disposed of equity awards in connection with the company’s merger with Novartis AG. On February 27, 2026, she transferred 474,861 shares of Common Stock (including shares issuable from previously reported restricted stock units) to the issuer under the merger terms.

Multiple “Stock Option (Right to Buy)” awards were also disposed of to the issuer pursuant to the Merger Agreement dated October 25, 2025. According to the filing, these options were exchanged for cash equal to the excess of the merger consideration of $72.00 over each award’s exercise price.

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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*
Boyce Sarah

(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
X Officer (give title below) Other (specify below)
President and CEO
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 474,861(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) $1.24 02/27/2026 D 386,015 (2) 12/17/2029 Common Stock 386,015 (2) 0 D
Stock Option (Right to Buy) $22.34 02/27/2026 D 300,000 (2) 02/01/2031 Common Stock 300,000 (2) 0 D
Stock Option (Right to Buy) $14.22 02/27/2026 D 425,000 (2) 01/20/2032 Common Stock 425,000 (2) 0 D
Stock Option (Right to Buy) $22.47 02/27/2026 D 400,000 (2) 01/19/2033 Common Stock 400,000 (2) 0 D
Stock Option (Right to Buy) $6.57 02/27/2026 D 200,000 (2) 09/10/2033 Common Stock 200,000 (2) 0 D
Stock Option (Right to Buy) $10.16 02/27/2026 D 300,000 (2) 01/19/2034 Common Stock 300,000 (2) 0 D
Stock Option (Right to Buy) $31.42 02/27/2026 D 165,000 (2) 01/05/2035 Common Stock 165,000 (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 does Sarah Boyce’s Form 4 for Avidity Biosciences (RNA) report?

The Form 4 reports that Sarah Boyce, Avidity Biosciences’ President and CEO, disposed of common stock and stock options. All dispositions occurred in connection with Avidity’s merger with Novartis AG under a previously signed Merger Agreement dated October 25, 2025.

How many Avidity Biosciences (RNA) common shares did Sarah Boyce dispose of?

Sarah Boyce disposed of 474,861 shares of Common Stock, including shares issuable from previously reported restricted stock units. These shares were transferred to the issuer pursuant to the Novartis merger terms, with holders receiving the agreed merger consideration instead of continuing equity in Avidity.

What happened to Sarah Boyce’s Avidity Biosciences (RNA) stock options?

Her “Stock Option (Right to Buy)” awards were disposed of to the issuer under the Merger Agreement. The filing states they were exchanged for a cash payment equal to the excess of the merger consideration of $72.00 over each option’s exercise price.

Was Sarah Boyce’s Form 4 transaction a market sale of Avidity (RNA) shares?

The transactions were dispositions to the issuer, not open-market sales. They occurred as part of closing the merger with Novartis, where common shares and options were cashed out or exchanged according to the merger consideration structure.

What role does the $72.00 merger consideration play in this Avidity (RNA) filing?

The filing states that stock options were cashed out based on merger consideration of $72.00. Each option was exchanged for cash equal to the amount by which this merger consideration exceeded the option’s exercise price, effectively monetizing the in-the-money value at closing.

Who is the insider involved in this Avidity Biosciences (RNA) Form 4?

The insider is Sarah Boyce, who serves as Avidity Biosciences’ President and CEO and is also a director. The Form 4 details how her equity holdings, including common stock and stock options, were disposed of in connection with the company’s merger with Novartis AG.
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Biotechnology
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