RNA insider exercise and 10b5-1 sales: 14,500 options exercised, 29,500 shares sold

Rhea-AI Filing Summary

Avidity Biosciences director Troy Edward Wilson executed option exercises and share sales under a Rule 10b5-1 plan on 09/05/2025. He exercised 14,500 stock options with a $12.48 exercise price, resulting in acquisition of 14,500 common shares. On the same date he sold 14,500 shares and 15,000 shares at $50.00 per share pursuant to the plan. Following these transactions his direct beneficial ownership is reported as 54,425 shares and he holds 13,711 shares indirectly through a family trust. The reporting person adopted the 10b5-1 plan on December 4, 2024, and the option was fully vested as of the transaction date. The Form 4 was signed by an attorney-in-fact on 09/09/2025.

Positive

• Trades executed under a Rule 10b5-1 plan adopted December 4, 2024, indicating pre-authorization.
• Option exercised was fully vested, eliminating vesting-related acceleration concerns.
• Form 4 signed by attorney-in-fact, showing formal execution and filing compliance.

Negative

• Director sold 29,500 shares (14,500 and 15,000) at $50.00, reducing direct holdings from 83,925 to 54,425 shares.
• Filing lacks contextual figures such as total proceeds, percentage ownership of outstanding shares, or tax treatment, limiting materiality assessment.

Insights

Securities Analyst

TL;DR: Routine insider exercise and planned sales under a 10b5-1 program; not clearly material on its face.

The transactions show a director exercising a fully vested option at $12.48 to acquire 14,500 shares and immediately selling 29,500 shares in two blocks at $50.00 per share under a Rule 10b5-1 plan adopted 12/04/2024. Such plans are typically used to avoid timing questions around insider trading. The reported direct ownership declined from 83,925 shares to 54,425 shares after these transactions, with 13,711 shares held indirectly by a family trust. From a capital-markets perspective, the activity is transparent and documented, but the filing does not disclose proceeds, tax treatments, or companywide ownership percentages, limiting assessment of materiality.

Corporate Governance Expert

TL;DR: Use of a pre-established 10b5-1 plan and attorney-in-fact signature indicates procedural compliance.

The Form 4 discloses that all exercises and sales were effected pursuant to a 10b5-1 trading plan, which suggests the trades were pre-authorized and intended to provide an affirmative defense under Rule 10b5-1. The option exercised was fully vested, removing questions about accelerated vesting. The filing is properly executed by an attorney-in-fact. The report is complete for the transactions shown, but it contains no additional governance context such as board discussions or motives for the sales.

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^*

WILSON TROY EDWARD

(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. [ RNA ]

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)
09/05/2025

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	09/05/2025		M(1)		14,500	A	$12.48	83,925	D
Common Stock	09/05/2025		S(1)		14,500	D	$50	69,425	D
Common Stock	09/05/2025		S(1)		15,000	D	$50	54,425	D
Common Stock								13,711	I	By family trust

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)	$12.48	09/05/2025		M			14,500	(2)	06/14/2033	Common Stock	14,500	$0	0	D

Explanation of Responses:

1. All exercises and sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person on December 4, 2024.

2. The option is fully vested and exercisable as of the date hereof.

Remarks:

	/s/ John B. Moriarty, Jr., J.D., Attorney-in-Fact	09/09/2025
	** 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 Troy Wilson do on 09/05/2025?

He exercised 14,500 options at a $12.48 exercise price and sold 14,500 and 15,000 shares at $50.00 per share under a Rule 10b5-1 plan.

Was the option exercised by the reporting person vested?

Yes. The Form 4 states the option was fully vested as of the transaction date.

Did the trades follow a pre-established trading plan?

Yes. All exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted on December 4, 2024.

What is the reporting person's ownership after these transactions?

The filing reports 54,425 shares held directly and 13,711 shares held indirectly through a family trust.

When was the Form 4 signed and by whom?

The Form 4 was signed by an attorney-in-fact, John B. Moriarty, Jr., J.D., on 09/09/2025.