STOCK TITAN

[Form 4] Avidity Biosciences, Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

Avidity Biosciences director Troy Edward Wilson reported multiple issuer dispositions of stock options and common shares tied to the company’s merger with Novartis. On February 27, 2026, stock options covering 10,034, 13,489, and 15,000 shares were disposed of for cash under the merger terms.

The footnotes state these options were cashed out at the merger consideration of $72.00 per share minus their exercise prices. In addition, 65,091 shares of common stock held directly and 13,711 shares held indirectly through a family trust were also disposed of pursuant to the merger agreement, converting the equity into cash consideration.

Positive

  • None.

Negative

  • None.

Insights

Director equity and options were cashed out as part of Avidity’s merger with Novartis.

The transactions show Troy Edward Wilson, a director of Avidity Biosciences, disposing of stock options and common shares because the company is being acquired by Novartis. The merger agreement sets cash consideration of $72.00 per share, which also drives the option payout formula.

Three option positions and two common stock holdings, including one via a family trust, were converted from equity into cash through issuer dispositions. This reflects standard change-of-control treatment for director equity rather than discretionary trading, and aligns director incentives with the agreed merger terms under the October 25, 2025 merger agreement.

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*
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. [ 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 65,091(1) D (1) 0 D
Common Stock 02/27/2026 D 13,711(1) D (1) 0 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) $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) $26.09 02/27/2026 D 15,000 (2) 06/15/2031 Common Stock 15,000 (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.
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Biotechnology
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