Tenaya (TNYA) SVP Higa Sells 2,962 Shares for Tax Withholding

Rhea-AI Filing Summary

Tomohiro Higa, Senior Vice President, Finance of Tenaya Therapeutics, Inc. (TNYA), reported three share dispositions on 08/18/2025 to cover tax withholding related to vested restricted stock units. The filings show sales of 523, 717, and 1,722 shares at a weighted average sales price of $1.253 (individual sale prices ranged from $1.18 to $1.32).

The report lists the reporting person’s beneficial ownership after each sale as 97,777, 97,060, and 95,338 shares respectively, and discloses that the totals include restricted stock units scheduled to vest: 60,844, 58,907, and 54,220 shares. The form was signed by an attorney-in-fact, Jennifer Drimmer Rokovich, on 08/18/2025. No other transactions or derivative holdings are reported in this filing.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding sales for vested RSUs; disclosure is standard and not indicative of strategic divestiture.

The Form 4 discloses three small block sales by an executive to satisfy tax obligations arising from RSU vesting. The sizes (523, 717, 1,722 shares) and the indicated inclusion of unvested RSUs in the post-transaction totals show these were mechanistic transfers rather than opportunistic market exits. The weighted average price of $1.253 with a reported range of $1.18–$1.32 is consistent with orderly sales. From a governance perspective, timely and detailed disclosure— including commitment to provide per-trade pricing on request—meets transparency expectations.

Securities Analyst

TL;DR: Insiders sold shares only to cover tax withholding; transactions are immaterial to company capitalization.

The aggregate shares sold (2,962 shares) represent a de minimis change relative to typical public-company floats. The filing notes the post-sale beneficial ownership figures and underlying RSU quantities, allowing investors to reconcile outstanding equity exposure. There are no reported derivative positions or other dispositions that would materially affect share supply or signal a change in insider conviction.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Higa Tomohiro

(Last) (First) (Middle)

C/O TENAYA THERAPEUTICS, INC.

171 OYSTER POINT BLVD., 5TH FLOOR

(Street)

SOUTH SAN FRANCISCO CA 94080

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tenaya Therapeutics, Inc. [ TNYA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Finance

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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	08/18/2025		S(1)		523	D	$1.253(2)	97,777(3)	D
Common Stock	08/18/2025		S(4)		717	D	$1.253(2)	97,060(5)	D
Common Stock	08/18/2025		S(6)		1,722	D	$1.253(2)	95,338(7)	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

Explanation of Responses:

1. Shares sold to cover tax withholding obligations in connection with the vesting of restricted stock units awarded on February 15, 2023.

2. Represents the weighted average sales price. The shares were sold in multiple transactions at prices ranging from $1.18 to $1.32. Reporting Person undertakes to provide Tenaya Therapeutics, Inc., any security holder of Tenaya Therapeutics, Inc., 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 this footnote.

3. Includes 60,844 shares of Tenaya Therapeutics, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.

4. Shares sold to cover tax withholding obligations in connection with the vesting of restricted stock units awarded on February 23, 2024.

5. Includes 58,907 shares of Tenaya Therapeutics, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.

6. Shares sold to cover tax withholding obligations in connection with the vesting of restricted stock units awarded on January 24, 2025.

7. Includes 54,220 shares of Tenaya Therapeutics, Inc. common stock that will be issued to the Reporting Person upon vesting of restricted stock units.

	/s/ Jennifer Drimmer Rokovich, Attorney-in-Fact	08/18/2025
	** 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).
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FAQ

What did Tenaya Therapeutics insider Tomohiro Higa report on Form 4 (TNYA)?

The filing reports three share sales on 08/18/2025 totaling 2,962 shares sold to cover tax withholding from RSU vesting.

At what price were the TNYA shares sold by the reporting person?

The weighted average sales price was reported as $1.253, with individual sale prices ranging from $1.18 to $1.32.

How many shares does Tomohiro Higa beneficially own after the reported transactions?

The Form 4 shows beneficial ownership after the respective sales as 97,777, 97,060, and 95,338 shares.

Were the share sales part of a Rule 10b5-1 plan or to cover taxes?

The explanations state the shares were sold to cover tax withholding obligations in connection with RSU vesting; no 10b5-1 plan is indicated in the filing.

Who signed the Form 4 for the reporting person?

The form was signed by Jennifer Drimmer Rokovich, Attorney-in-Fact, on 08/18/2025.