Third Harmonic Bio Inc SEC Filings

Third Harmonic Bio, Inc. insider report shows the company is being dissolved and an insider's option shares were cancelled while receiving a liquidation distribution. Gladstone Michael, listed as a Director and >10% owner, reported a transaction dated 08/11/2025 cancelling 43,584 underlying common shares tied to stock options. The filing states the cancellation occurred in connection with the issuer's dissolution and that the holder received a liquidation distribution of $5.35 per share less the option exercise price, resulting in a net payment in lieu of stock ownership.

Christopher M. Murphy, Chief Financial & Business Officer of Third Harmonic Bio, Inc. (THRD), reported on Form 4 that 47,500 restricted stock units vested and were settled on 08/11/2025. The settled shares received a liquidation distribution of $5.35 per share. The filing also states the transaction reflects a cancellation of shares in connection with the dissolution of the issuer. Following the reported transaction, Mr. Murphy beneficially owns 0 shares of common stock according to the Form 4.

Third Harmonic Bio director Mark T. Iwicki reported cancellation and disposition of his equity following the issuer's dissolution. On 08/11/2025 he reported the cancellation of 128,631 shares of Common Stock and disposition of a related Stock Option representing 83,296 underlying shares. The reporting person received a liquidation distribution of $5.35 per share for cancelled common shares; option proceeds reflect the distribution less the exercise price. After these transactions the reporting person beneficially owned 0 shares of Common Stock. The filing was signed by an attorney-in-fact on 08/14/2025.

Third Harmonic Bio, Inc. (THRD) filed a Form 4 showing that director Hans Martin Seidel disposed of all his equity holdings in connection with the company's dissolution. On 08/11/2025 Seidel's 85,753 shares of common stock were cancelled and he received a liquidation distribution of $5.35 per share. In addition, 53,090 stock options were treated as exercised/cancelled, with the cash payment equal to the $5.35 per share liquidation amount less the options' exercise price. Following these transactions the reporting person holds 0 shares and 0 derivative securities.

Thomas P. Soloway, a director of Third Harmonic Bio, Inc. (THRD), reported a change in beneficial ownership related to derivative securities on 08/11/2025. The filing shows a reported transaction code J(2) cancelling 120,166 stock options tied to common stock. The form states the cancellation reflects payment of a liquidation distribution of $5.35 per share less the exercise price and that the cancellation occurred in connection with the dissolution of the issuer. Following the reported transaction, the filing lists 0 shares beneficially owned related to these options.

Bonita David P, a director of Third Harmonic Bio, Inc. (THRD), reported the cancellation of 5,779,071 shares of common stock on 08/11/2025 in connection with the issuer's dissolution. The filing shows the reporting person received a $5.35 per-share liquidation distribution, and the number of common shares beneficially owned following the transaction is 0. A related disposition of 43,584 stock option shares was reported with a net payment calculated as the liquidation distribution less the option exercise price, leaving 0 options outstanding. The Form 4 was signed by an attorney-in-fact.

Third Harmonic Bio, Inc. submitted a Form 15 certifying termination of its registration under the Securities Exchange Act and suspension of periodic filing obligations. The company relied on Rule 12g-4(a)(1) and Rule 12h-3(b)(1)(i) and reported an approximate 6 holders of record. The notice was executed by Christopher Murphy, Chief Financial and Business Officer. This filing means the company will no longer be required to furnish periodic SEC reports under the Exchange Act, reducing the availability of routine public disclosures.

Third Harmonic Bio, Inc. (THRD) has filed Post-Effective Amendment No. 1 to four prior Form S-8 registration statements to deregister all shares that remain unsold under its 2022 Equity Incentive Plan and 2022 Employee Stock Purchase Plan.

The filing follows the company’s April 10, 2025 board-approved Plan of Dissolution, which was ratified by shareholders on June 5, 2025. A Certificate of Dissolution became effective on July 31, 2025, formally initiating liquidation. As a result, THRD has terminated all securities offerings and removed from registration approximately 14.0 million shares of common stock that were previously available for employee equity programs.

Christopher Murphy, Chief Financial and Business Officer, signed the amendment; no additional signatures were required under Rule 478.