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[Form 3] Stoke Therapeutics, Inc. Initial Statement of Beneficial Ownership

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Stoke Therapeutics (STOK) – Form 3 initial beneficial ownership disclosure

Chief Patient Officer Jason Hoitt has filed his first Section 16 statement. He directly owns 1,802 common shares of Stoke Therapeutics. In addition, he holds 480,000 employee stock options across four grants: 265,000 options at $12.21 expiring 04/14/2034; 65,000 at $14.25 expiring 08/14/2034; 60,000 at $8.33 expiring 03/19/2035; and 90,000 at $11.70 expiring 06/15/2035. Vesting schedules follow the standard 25% cliff after one year, with the remainder vesting monthly, subject to continued employment. Hoitt was also granted 40,000 restricted stock units (RSUs) that vest 25% annually starting 03/15/2026.

The filing is informational only—no shares were bought or sold. While the equity package is meaningful for the executive, it represents a small fraction of the company’s total shares outstanding and is unlikely to move the market. Nonetheless, the disclosure demonstrates alignment of management incentives with shareholder interests.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine Form 3; establishes Hoitt’s holdings, indicates incentive alignment, but no immediate market impact.

This Form 3 simply records Jason Hoitt’s initial ownership now that he is a Section 16 officer. The mix of common shares, options, and RSUs is typical for biotech executives and ensures long-term alignment with shareholders. No transactions occurred, so there is no bullish or bearish signal. Materiality is low because the stake is modest relative to Stoke’s float, and vesting is time-based, not performance-based. Investors should view the filing as standard corporate-governance housekeeping rather than a catalyst.

TL;DR: Disclosure neutral; 480k options at strikes near recent trading range, but small versus shares outstanding.

The options’ strike prices ($8.33–$14.25) bracket STOK’s recent price action, offering Hoitt upside if programs succeed. However, 480k potential shares remain below 2% of the basic share count, limiting dilution risk. The RSU vesting from 2026 onward adds retention value. From a valuation standpoint, today’s filing neither alters cash flows nor capital structure. Impact to near-term trading is therefore negligible.

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Hoitt Jason

(Last) (First) (Middle)
C/O STOKE THERAPEUTICS, INC.
45 WIGGINS AVENUE

(Street)
BEDFORD MA 01730

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
06/18/2025
3. Issuer Name and Ticker or Trading Symbol
Stoke Therapeutics, Inc. [ STOK ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Patient Officer
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 1,802 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) (1) 04/14/2034 Common Stock 265,000 $12.21 D
Employee Stock Option (Right to Buy) (2) 08/14/2034 Common Stock 65,000 $14.25 D
Employee Stock Option (Right to Buy) (3) 03/19/2035 Common Stock 60,000 $8.33 D
Employee Stock Option (Right to Buy) (4) 06/15/2035 Common Stock 90,000 $11.7 D
Restricted Stock Units (5) 03/15/2029 Common Stock 40,000 (6) D
Explanation of Responses:
1. The option vested or vests as to 1/4 of the total award on April 8, 2025, with another 1/48 vesting on each monthly anniversary thereafter, subject to the reporting person's continued service to the issuer through each vesting date.
2. The option shall vest as to 1/4 of the total award on August 15, 2025, with another 1/48 vesting on each monthly anniversary thereafter, subject to the reporting person's continued service to the issuer through each vesting date.
3. The option vested or vests as to 1/48 of the total award on April 15, 2025, with 1/48 vesting on each monthly anniversary thereafter, subject to the reporting person's continued service to the issuer through each vesting date.
4. The option vested or vests as to 1/48 of the total award on July 16, 2025, with 1/48 vesting on each monthly anniversary thereafter, subject to the reporting person's continued service to the issuer through each vesting date.
5. The award shall vest as to 1/4 of the total award annually beginning on March 15, 2026, subject to the reporting person's continued service to the issuer through each vesting date.
6. Each restricted stock unit represents a contingent right to receive one share of the issuer's Common Stock upon settlement.
/s/ Jonathan Allan, Attorney-in-Fact 06/23/2025
** 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 5 (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

How many Stoke Therapeutics (STOK) common shares does Jason Hoitt own?

He directly owns 1,802 shares of common stock.

What is the total number of option shares disclosed in the Form 3 for STOK?

The filing lists 480,000 employee stock options across four grants.

What are the strike prices and expiration dates of Hoitt’s options?

Strikes: $12.21 (exp. 04/14/2034), $14.25 (08/14/2034), $8.33 (03/19/2035), $11.70 (06/15/2035).

When do the 40,000 RSUs granted to Jason Hoitt begin vesting?

The RSUs vest 25% annually starting on 03/15/2026.

Did the Form 3 indicate any recent purchases or sales of STOK shares?

No. The filing is purely an initial ownership statement—no transactions were reported.

Why was this Form 3 filed on 06/23/2025?

Because Hoitt became a Section 16 officer and must report holdings within 10 days of the 06/18/2025 event.
Stoke Therapeutics

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1.70B
51.58M
4.46%
118.44%
19.6%
Biotechnology
Pharmaceutical Preparations
Link
United States
BEDFORD