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TECX Form 4: CFO Granted 5,430 RSUs and 9,860-Share Option at $14.71

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

Rhea-AI Filing Summary

Insider grant and option award reported. Tectonic Therapeutic CFO Daniel Lochner acquired 5,430 restricted stock units (RSUs) on 09/25/2025 that convert one-for-one into common stock and vest in three equal annual installments on 09/25/2026, 09/25/2027 and 09/25/2028, contingent on continued service. He also received an employee stock option to buy 9,860 shares with a $14.71 exercise price, exercisable beginning 09/24/2025 and expiring 09/24/2035; the option vests monthly over 48 months starting 10/25/2025. Following the transactions, Mr. Lochner beneficially owns 28,121 shares (corrected from a prior filing amount).

Positive

  • CFO received RSUs and options, aligning executive and shareholder interests through multi-year vesting.
  • Vesting schedules tied to continued service (3 annual installments for RSUs; 48 monthly installments for option) support retention.

Negative

  • Prior Form 4 misstated beneficial ownership and required correction, indicating a disclosure error that merits control review.

Insights

Routine, compensation-driven insider holdings increase; limited immediate market impact.

The reported RSUs and options are typical executive compensation aligning management with shareholders. The RSUs vest over three years and the option vests over four years, indicating multi-year retention incentives rather than near-term selling pressure. The exercise price of $14.71 establishes a potential future cash inflow if options are exercised, but no sales or dispositions were reported. The change in beneficial ownership is modest in absolute terms and likely immaterial to enterprise valuation.

Compensation grants consistent with retention goals; corrected prior filing raises minor disclosure concern.

The awards follow standard vesting schedules that tie pay to continued service. The Form 4 includes a correction to a previously reported beneficial ownership figure, which should prompt internal control review to ensure accuracy of Section 16 filings, but the correction itself does not indicate regulatory noncompliance. Overall governance impact is neutral, though timely and accurate filings are important for investor transparency.

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*
Lochner Daniel

(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 Financial 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 5,430(1) A $0 28,121(2) 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 9,860 (3) 09/24/2035 Common Stock 9,860 $0 9,860 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. Please note that the total number of securities beneficially owned following the reported transaction has been corrected to reflect the correct amount. The amount reported on the Reporting Person's Form 4 filed with the Securities and Exchange Commission on February 7, 2025 should have reflected that the total number of securities beneficially owned following the reported transaction was 22,691 shares instead of 4,617 shares.
3. 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 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 insider transactions were reported for TECX on 09/25/2025?

The CFO acquired 5,430 RSUs and was granted an employee stock option for 9,860 shares with a $14.71 exercise price on 09/25/2025.

When do the RSUs and options vest for Daniel Lochner?

The RSUs vest in three equal annual installments on 09/25/2026, 09/25/2027, and 09/25/2028. The option vests in 48 equal monthly installments starting 10/25/2025.

How many shares does the reporting person beneficially own after the transactions?

Following the reported transactions, the reporting person beneficially owns 28,121 shares (this figure corrects a previously reported amount).

What is the exercise period for the granted option?

The employee stock option is exercisable beginning 09/24/2025 and expires on 09/24/2035.

Was there any price paid for the RSUs or the option?

The RSUs were reported with an acquisition price of $0. The option has an exercise price of $14.71; no option purchase price was reported.
Tectonic Therapeutic Inc

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366.09M
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Biotechnology
Biological Products, (no Disgnostic Substances)
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United States
WATERTOWN