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Sionna Therapeutics (SION) director option grant held for Enavate Sciences

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

Rhea-AI Filing Summary

Sionna Therapeutics reported a new stock option grant connected to director Harold Edward Fleming’s board service. The award covers 17,340 Non-Qualified Stock Options with an exercise price of $36.73 per share, expiring on June 16, 2036. According to the disclosure, Fleming has agreed to receive and hold these securities for the benefit of Enavate Sciences, LP and disclaims beneficial ownership and all rights in the option and the underlying shares. The option vests in full on the earlier of June 17, 2027 or the date of the next annual meeting of Sionna Therapeutics, Inc., subject to continued board service.

Positive

  • None.

Negative

  • None.
Insider Fleming Harold Edward
Role null
Type Security Shares Price Value
Grant/Award Non-Qualified Stock Option (right to buy) 17,340 $0.00 --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 17,340 shares (Direct, null)
Footnotes (1)
  1. The Reporting Person has agreed to receive and hold for the benefit of Enavate Sciences, LP, any securities granted to him for his service as a director on the Issuer's board of directors. As such, the Reporting Person disclaims beneficial ownership of, and all right, title and interest in, the option and the shares issuable upon exercise thereof. This option vests in full upon the earlier of June 17, 2027 or the date of the next annual meeting of Sionna Therapeutics, Inc., subject to the Reporting Person's continued service on such vesting date.
Option grant size 17,340 options Non-Qualified Stock Options granted for director board service
Exercise price $36.73 per share Exercise price for the Non-Qualified Stock Option grant
Total options after grant 17,340 options Total derivative securities held following the transaction
Option expiration date June 16, 2036 Expiration date of the Non-Qualified Stock Options
Vesting trigger date June 17, 2027 Latest vesting date, or earlier at next annual meeting
Non-Qualified Stock Option financial
"The award covers 17,340 Non-Qualified Stock Options with an exercise price of $36.73 per share"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
beneficial ownership financial
"the Reporting Person disclaims beneficial ownership of, and all right, title and interest in, the option"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
vests in full financial
"This option vests in full upon the earlier of June 17, 2027 or the date of the next annual meeting"
annual meeting financial
"the earlier of June 17, 2027 or the date of the next annual meeting of Sionna Therapeutics, Inc."
A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
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*
Fleming Harold Edward

(Last)(First)(Middle)
C/O SIONNA THERAPEUTICS, INC.
21 HICKORY DRIVE, SUITE 500

(Street)
WALTHAM MASSACHUSETTS 02451

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Sionna Therapeutics, Inc. [ SION ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy)(1)$36.7306/17/2026A17,340 (2)06/16/2036Common Stock17,340$0.017,340D
Explanation of Responses:
1. The Reporting Person has agreed to receive and hold for the benefit of Enavate Sciences, LP, any securities granted to him for his service as a director on the Issuer's board of directors. As such, the Reporting Person disclaims beneficial ownership of, and all right, title and interest in, the option and the shares issuable upon exercise thereof.
2. This option vests in full upon the earlier of June 17, 2027 or the date of the next annual meeting of Sionna Therapeutics, Inc., subject to the Reporting Person's continued service on such vesting date.
By: Jennifer Fitzpatrick, Attorney-in-Fact For: Harold Edward Fleming06/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Sionna Therapeutics (SION) disclose?

Sionna Therapeutics disclosed a grant of 17,340 Non-Qualified Stock Options related to director Harold Edward Fleming’s board service. The options give the right to buy common stock at a fixed exercise price if vesting conditions are met.

Who ultimately benefits from the new SION option grant?

The options are held for the benefit of Enavate Sciences, LP. The reporting director agreed to receive and hold any securities granted for Enavate’s benefit and disclaimed beneficial ownership and all rights, title, and interest in the option and underlying shares.

What are the key terms of the SION option grant’s vesting?

The option vests in full on the earlier of June 17, 2027 or the date of Sionna Therapeutics’ next annual meeting. Vesting is conditioned on the reporting person’s continued service as a director through the applicable vesting date.

What is the exercise price and expiration date of the SION options?

The granted Non-Qualified Stock Options have an exercise price of $36.73 per share. They are scheduled to expire on June 16, 2036, providing a long-dated right to purchase Sionna Therapeutics common stock once vested.

How many SION derivative securities are held after this transaction?

Following the grant, the filing shows holdings of 17,340 derivative securities in the form of Non-Qualified Stock Options. This figure reflects the total option position reported after the award connected to the director’s board service.