Avidity Biosciences (RNA) CLO disposes stock, options in Novartis merger

Rhea-AI Filing Summary

Avidity Biosciences Chief Legal Officer John B. Moriarty reported disposing of company equity in connection with a merger involving Novartis AG. On the transaction date, he surrendered 92,054 shares of Common Stock and stock options for 50,000 and 160,000 shares to the issuer.

According to the merger agreement, the Common Stock (including shares underlying previously reported restricted stock units) and options were disposed of for cash. The options were exchanged for a cash payment equal to the excess of the merger consideration of $72.00 per share over each option’s exercise price.

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

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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^*

Moriarty John B

(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)

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

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		92,054(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)	$31.42	02/27/2026		D			50,000	(2)	01/05/2035	Common Stock	50,000	(2)	0	D
Stock Option (Right to Buy)	$44.57	02/27/2026		D			160,000	(2)	07/31/2034	Common Stock	160,000	(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/ Michael F. MacLean 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.
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FAQ

What did Avidity Biosciences (RNA) insider John Moriarty report in this Form 4?

John B. Moriarty reported disposing of Avidity Biosciences equity in connection with a merger. He surrendered Common Stock and stock options back to the issuer, receiving cash based on the merger consideration terms with Novartis AG.

How many Avidity Biosciences (RNA) shares did John Moriarty dispose of?

John B. Moriarty disposed of 92,054 shares of Avidity Biosciences Common Stock. These shares included stock issuable upon settlement of previously reported restricted stock units and were surrendered for cash pursuant to the merger agreement with Novartis AG.

What happened to John Moriarty’s Avidity Biosciences (RNA) stock options?

Moriarty’s Avidity Biosciences stock options covering 50,000 and 160,000 shares were disposed of to the issuer. Under the merger agreement, each option was exchanged for a cash payment equal to the merger consideration of $72.00 per share minus its exercise price.

Was John Moriarty’s Form 4 transaction in Avidity Biosciences (RNA) an open-market sale?

No, the Form 4 shows a disposition to the issuer, not an open-market sale. The Common Stock and options were surrendered for cash pursuant to the terms of a merger agreement involving Novartis AG and an indirect Novartis subsidiary.

What merger terms affected Avidity Biosciences (RNA) insider equity in this Form 4?

The merger agreement set a merger consideration of $72.00 per share. Common Stock and stock options held by John Moriarty were disposed of under this agreement, with options paid in cash equal to $72.00 per share minus the applicable exercise price.

How many Avidity Biosciences (RNA) shares did John Moriarty hold after these transactions?

After the reported transactions, John Moriarty’s Form 4 shows zero shares for the affected Common Stock and option positions. This reflects the full disposition of those securities pursuant to the cash-out terms of the merger agreement with Novartis AG.