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Tectonic Therapeutic (TECX) Officer Received RSUs and Stock Option

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

Rhea-AI Filing Summary

Tectonic Therapeutic insider filing: Marc Schwabish, the company's Chief Business Officer and a director, reported equity awards on 09/25/2025. He received 4,210 restricted stock units (RSUs) that vest in three equal annual installments on 09/25/2026, 09/25/2027 and 09/25/2028, contingent on continued service. He was also granted an employee stock option for 7,650 shares with a $14.71 exercise price that vests in 48 equal monthly installments beginning 10/25/2025 and expires 09/24/2035. The reported shares and options are held directly and the RSUs were issued at no cash price.

Positive

  • Alignment with shareholders: RSUs and options tie executive compensation to long-term stock performance
  • Retention-focused vesting: RSUs vest over three years and options vest monthly over four years, encouraging continued service
  • No cash outlay reported for the RSUs at grant (issued at $0), reducing immediate cash compensation requirements

Negative

  • Potential dilution: Grants increase the number of potentially outstanding shares if RSUs settle and options are exercised
  • Standard but material: While routine, the awards are material to equity dilution and executive pay disclosure for investors

Insights

TL;DR: Executive equity awards focus on retention and align management with shareholders over multi-year vesting.

These grants are routine compensation tools: the 4,210 RSUs provide multi-year retention incentives with annual cliff-like vesting, while the 7,650-option uses monthly vesting over four years to encourage continuity. Both are directly held by the officer, indicating no intermediate vehicle. For investors, such awards dilute outstanding equity over time but also tie executive incentives to long-term performance.

TL;DR: Grants are standard governance practice for alignment; timing and vesting are conventional.

The combination of annual RSU vesting and monthly option vesting is a balanced retention structure: RSUs provide guaranteed value if service continues, while the option creates upside leverage. The exercise price and 10-year option term are typical. No unusual indemnities, accelerated vesting, or related-party transactions are disclosed in this filing.

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).
1. Name and Address of Reporting Person*
Schwabish Marc

(Last) (First) (Middle)
C/O TECTONIC THERAPEUTIC, INC.
490 ARSENAL WAY, SUITE 210

(Street)
WATERTOWN MA 02472

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Tectonic Therapeutic, Inc. [ TECX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Business Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025
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 09/25/2025 A 4,210(1) A $0 22,933 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
Employee Stock Option (Right to Buy) $14.71 09/25/2025 A 7,650 (2) 09/24/2035 Common Stock 7,650 $0 7,650 D
Explanation of Responses:
1. These shares are represented by restricted stock units. Each restricted stock unit represents a contingent right to receive one share of common stock of the Issuer. The shares shall vest in 3 equal annual installments on each of September 25, 2026, September 25, 2027 and September 25, 2028, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
2. The shares subject to the option vest in 48 equal monthly installments beginning on October 25, 2025, subject to the Reporting Person's continued service to the Issuer on each such vesting date.
/s/ Daniel Lochner, Attorney-in-Fact 09/29/2025
** 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.

FAQ

What did Marc Schwabish report on Form 4 for Tectonic Therapeutic (TECX)?

He reported receipt of 4,210 RSUs and an option for 7,650 shares on 09/25/2025, held directly as disclosed.

When do the RSUs granted to Marc Schwabish vest?

The RSUs vest in three equal annual installments on 09/25/2026, 09/25/2027 and 09/25/2028, subject to continued service.

What are the terms of the stock option in the Form 4?

The option covers 7,650 shares, has a $14.71 exercise price, vests in 48 monthly installments beginning 10/25/2025, and expires 09/24/2035.

Did Marc Schwabish pay cash for the RSUs reported?

No cash price was reported for the RSUs; the filing shows they were issued at $0.

What is Marc Schwabish's role at Tectonic Therapeutic?

He is reported as the company's Chief Business Officer and a director.
Tectonic Therapeutic Inc

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400.34M
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Biotechnology
Biological Products, (no Disgnostic Substances)
Link
United States
WATERTOWN