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  4. [Form 4] Sionna Therapeutics, Inc. Insider Trading Activity

SION insider reports planned stock sales; AVF XI, AVOF II holdings disclosed

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Sionna Therapeutics (SION) director reported open‑market sales of common stock executed under Rule 10b5‑1 trading plans. The filings list multiple sales on 10/16/2025, 10/17/2025, and 10/20/2025 at weighted average prices disclosed for each tranche.

Examples include 73,296 shares at $32.84 and 45,117 shares at $31.69 by Atlas Venture Fund XI, L.P., and 15,384 shares at $32.84 and 9,470 shares at $31.69 by Atlas Venture Opportunity Fund II, L.P. Following the reported transactions, Atlas Venture Fund XI, L.P. held 2,382,495 shares and Atlas Venture Opportunity Fund II, L.P. held 701,985 shares, each reported as indirect holdings.

The footnotes state the plans were adopted on February 25, 2025 and that prices reflect weighted averages across ranges for each trade date.

Positive

  • None.

Negative

  • None.
Insider Booth Bruce
Role Director
Sold 286,369 shs ($9.25M)
Type Security Shares Price Value
Sale Common Stock 20,485 $31.79 $651K
Sale Common Stock 4,300 $31.79 $137K
Sale Common Stock 25,788 $32.33 $834K
Sale Common Stock 5,412 $32.33 $175K
Sale Common Stock 28,821 $32.10 $925K
Sale Common Stock 6,049 $32.10 $194K
Sale Common Stock 21,451 $32.71 $702K
Sale Common Stock 4,503 $32.71 $147K
Sale Common Stock 248 $33.47 $8K
Sale Common Stock 52 $33.47 $2K
Sale Common Stock 8,596 $30.15 $259K
Sale Common Stock 1,804 $30.15 $54K
Sale Common Stock 45,117 $31.69 $1.43M
Sale Common Stock 9,470 $31.69 $300K
Sale Common Stock 73,296 $32.84 $2.41M
Sale Common Stock 15,384 $32.84 $505K
Sale Common Stock 12,888 $33.38 $430K
Sale Common Stock 2,705 $33.38 $90K
Holdings After Transaction: Common Stock — 2,408,283 shares (Indirect, By Atlas Venture Fund XI, L.P.)
Footnotes (1)
  1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by Atlas Venture Fund XI, L.P. on February 25, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.14 to $30.74 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (6), (7), (8), (9), (10), (11), (12) and (13). These shares are held directly by Atlas Venture Fund XI, L.P. ("AVF XI "). The general partner of AVF XI is Atlas Venture Associates XI, L.P. ("AVA XI LP"). Atlas Venture Associates XI, LLC ("AVA XI LLC") is the general partner of AVA XI LP. The Reporting Person is a member of AVA XI LLC and disclaims beneficial ownership of such securities held by AVF XI, except to the extent of his pecuniary interest therein, if any. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by Atlas Venture Opportunity Fund II, L.P. on February 25, 2025. These shares are held directly by Atlas Venture Opportunity Fund II, L.P. ("AVOF II"). The general partner of AVOF II is Atlas Venture Associates Opportunity II, L.P. ("AVAO II LP"). Atlas Venture Associates Opportunity II, LLC ("AVAO II LLC") is the general partner of AVAO II LP. The Reporting Person is a member of AVAO II LLC and disclaims beneficial ownership of such securities held by AVOF II, except to the extent of his pecuniary interest therein, if any. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.21 to $32.205 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.21 to $33.205 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.21 to $33.86 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.325 to $32.32 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.335 to $33.25 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.47 to $33.475 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.06 to $32.05 inclusive. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.06 to $32.59 inclusive.
Form 4 Insider Transactions: What Each Field Means →
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*
Booth Bruce
(Last) (First) (Middle)
C/O SIONNA THERAPEUTICS, INC.
21 HICKORY DRIVE, SUITE 500
(Street)
WALTHAM MA 02451
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Sionna Therapeutics, Inc. [ SION ] 		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)
10/16/2025
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 10/16/2025 S(1) 8,596 D $30.15(2) 2,610,589 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/16/2025 S(4) 1,804 D $30.15(2) 749,860 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/16/2025 S(1) 45,117 D $31.69(6) 2,565,472 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/16/2025 S(4) 9,470 D $31.69(6) 740,390 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/16/2025 S(1) 73,296 D $32.84(7) 2,492,176 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/16/2025 S(4) 15,384 D $32.84(7) 725,006 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/16/2025 S(1) 12,888 D $33.38(8) 2,479,288 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/16/2025 S(4) 2,705 D $33.38(8) 722,301 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/17/2025 S(1) 28,821 D $32.1(9) 2,450,467 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/17/2025 S(4) 6,049 D $32.1(9) 716,252 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/17/2025 S(1) 21,451 D $32.71(10) 2,429,016 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/17/2025 S(4) 4,503 D $32.71(10) 711,749 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/17/2025 S(1) 248 D $33.47(11) 2,428,768 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/17/2025 S(4) 52 D $33.47(11) 711,697 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/20/2025 S(1) 20,485 D $31.79(12) 2,408,283 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/20/2025 S(4) 4,300 D $31.79(12) 707,397 I By Atlas Venture Opportunity Fund II, L.P.(5)
Common Stock 10/20/2025 S(1) 25,788 D $32.33(13) 2,382,495 I By Atlas Venture Fund XI, L.P.(3)
Common Stock 10/20/2025 S(4) 5,412 D $32.33(13) 701,985 I By Atlas Venture Opportunity Fund II, L.P.(5)
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
Explanation of Responses:
1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by Atlas Venture Fund XI, L.P. on February 25, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.14 to $30.74 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (6), (7), (8), (9), (10), (11), (12) and (13).
3. These shares are held directly by Atlas Venture Fund XI, L.P. ("AVF XI "). The general partner of AVF XI is Atlas Venture Associates XI, L.P. ("AVA XI LP"). Atlas Venture Associates XI, LLC ("AVA XI LLC") is the general partner of AVA XI LP. The Reporting Person is a member of AVA XI LLC and disclaims beneficial ownership of such securities held by AVF XI, except to the extent of his pecuniary interest therein, if any.
4. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by Atlas Venture Opportunity Fund II, L.P. on February 25, 2025.
5. These shares are held directly by Atlas Venture Opportunity Fund II, L.P. ("AVOF II"). The general partner of AVOF II is Atlas Venture Associates Opportunity II, L.P. ("AVAO II LP"). Atlas Venture Associates Opportunity II, LLC ("AVAO II LLC") is the general partner of AVAO II LP. The Reporting Person is a member of AVAO II LLC and disclaims beneficial ownership of such securities held by AVOF II, except to the extent of his pecuniary interest therein, if any.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.21 to $32.205 inclusive.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.21 to $33.205 inclusive.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.21 to $33.86 inclusive.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.325 to $32.32 inclusive.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.335 to $33.25 inclusive.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.47 to $33.475 inclusive.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.06 to $32.05 inclusive.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.06 to $32.59 inclusive.
/s/ Ommer Chohan, Attorney-in-Fact 10/20/2025
** 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.

Source: View Original Filing on SEC EDGAR