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TRDA insider update: 5AM funds sell 200K Entrada shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Entrada Therapeutics, Inc. (TRDA) reported an insider transaction by funds affiliated with 5AM Venture Management. On 11/14/2025, the reporting persons sold 200,000 shares of Entrada common stock at a weighted average price of $8.80 per share, with individual trades executed between $8.80 and $9.023. After this sale, one fund held 2,963,066 shares directly, and another affiliated fund held 1,093,313 shares indirectly. The filing notes that managing members of the general partners may be deemed to share voting and investment power over these holdings and that some of them disclaim beneficial ownership beyond their economic interest.

Positive

  • None.

Negative

  • None.
Insider 5AM Ventures V, L.P., 5AM Partners V, LLC, 5AM Opportunities I, L.P., 5AM Opportunities I (GP), LLC, ROCKLAGE SCOTT M, Schwab Andrew J.
Role 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner | 10% Owner
Sold 200,000 shs ($1.76M)
Type Security Shares Price Value
Sale Common Stock 200,000 $8.80 $1.76M
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 2,963,066 shares (Direct); Common Stock — 1,093,313 shares (Indirect, By 5AM Opportunities I, L.P.)
Footnotes (1)
  1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.80 to $9.023 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, 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 range set forth in this footnote. Shares are held by 5AM Ventures V, L.P. ("5AM V"). 5AM Partners V, LLC ("5AM Partners") is the sole general partner of 5AM V. Dr. Kush Parmar, Andrew J. Schwab and Dr. Scott M. Rocklage are managing members of 5AM Partners and may be deemed to have shared voting and investment power over the shares beneficially owned by 5AM V. Each of 5AM Partners, Mr. Schwab and Dr. Rocklage disclaims beneficial ownership of the shares of Common Stock held by 5AM V, except to the extent of its or his pecuniary interest therein. Dr. Parmar is a director of the Issuer and files separate Section 16 reports. Shares are held by 5AM Opportunities I, L.P. ("Opportunities"). 5AM Opportunities I (GP), LLC ("Opportunities GP") is the sole general partner of Opportunities. Andrew J. Schwab and Dr. Kush Parmar are managing members of Opportunities GP and may be deemed to have shared voting and investment power over the shares beneficially owned by Opportunities. Each of Opportunities GP and Mr. Schwab disclaims beneficial ownership of the shares of Common Stock held by Opportunities, except to the extent of its or his pecuniary interest therein. Dr. Parmar is a director of the Issuer and files separate Section 16 reports.
Form 4 Insider Transactions: What Each Field Means →
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).
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*
5AM Ventures V, L.P.
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Entrada Therapeutics, Inc. [ TRDA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 11/14/2025 S 200,000 D $8.8(1) 2,963,066 D(2)
Common Stock 1,093,313 I By 5AM Opportunities I, L.P.(3)
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
1. Name and Address of Reporting Person*
5AM Ventures V, L.P.
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
5AM Partners V, LLC
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
5AM Opportunities I, L.P.
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
5AM Opportunities I (GP), LLC
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ROCKLAGE SCOTT M
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Schwab Andrew J.
(Last) (First) (Middle)
C/O 5AM VENTURE MANAGEMENT, LLC
4 EMBARCADERO CENTER, SUITE 3110
(Street)
SAN FRANCISCO CA 94111
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.80 to $9.023 inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, 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 range set forth in this footnote.
2. Shares are held by 5AM Ventures V, L.P. ("5AM V"). 5AM Partners V, LLC ("5AM Partners") is the sole general partner of 5AM V. Dr. Kush Parmar, Andrew J. Schwab and Dr. Scott M. Rocklage are managing members of 5AM Partners and may be deemed to have shared voting and investment power over the shares beneficially owned by 5AM V. Each of 5AM Partners, Mr. Schwab and Dr. Rocklage disclaims beneficial ownership of the shares of Common Stock held by 5AM V, except to the extent of its or his pecuniary interest therein. Dr. Parmar is a director of the Issuer and files separate Section 16 reports.
3. Shares are held by 5AM Opportunities I, L.P. ("Opportunities"). 5AM Opportunities I (GP), LLC ("Opportunities GP") is the sole general partner of Opportunities. Andrew J. Schwab and Dr. Kush Parmar are managing members of Opportunities GP and may be deemed to have shared voting and investment power over the shares beneficially owned by Opportunities. Each of Opportunities GP and Mr. Schwab disclaims beneficial ownership of the shares of Common Stock held by Opportunities, except to the extent of its or his pecuniary interest therein. Dr. Parmar is a director of the Issuer and files separate Section 16 reports.
5AM Ventures V, L.P., By: 5AM Partners V, LLC, its General Partner, By /s/ Scott M. Rocklage, Managing Member 11/18/2025
5AM Partners V, LLC, By /s/ Scott M. Rocklage, Managing Member 11/18/2025
5AM Opportunities I, L.P., By: 5AM Opportunities I (GP), LLC, its General Partner, By /s/ Kush Parmar, Managing Member 11/18/2025
5AM Opportunities I (GP), LLC, By /s/ Kush Parmar, Managing Member 11/18/2025
/s/ Scott M. Rocklage 11/18/2025
/s/ Andrew J. Schwab 11/18/2025
** 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).
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

At what price were the Entrada Therapeutics (TRDA) shares sold in this Form 4?

The 200,000 shares were sold at a weighted average price of $8.80 per share, with individual trades executed between $8.80 and $9.023.

How many Entrada Therapeutics (TRDA) shares do the reporting 5AM funds hold after the sale?

Following the reported transaction, one fund held 2,963,066 shares of Entrada common stock directly, and another affiliated fund held 1,093,313 shares indirectly.

Who are the key individuals associated with the 5AM entities in the Entrada Therapeutics (TRDA) Form 4?

The filing identifies Dr. Kush Parmar, Andrew J. Schwab, and Dr. Scott M. Rocklage as managing members of the relevant 5AM general partners, with shared voting and investment power over the funds’ Entrada holdings, subject to stated beneficial ownership disclaimers.

What does the Form 4 say about beneficial ownership of Entrada Therapeutics (TRDA) shares by 5AM entities?

The Form 4 states that the general partners and managing members may be deemed to share voting and investment power over the funds’ Entrada shares, but they disclaim beneficial ownership except to the extent of their pecuniary interest.

Is a director of Entrada Therapeutics (TRDA) involved in the 5AM holdings reported on this Form 4?

The filing notes that Dr. Kush Parmar is a director of Entrada Therapeutics and that he files separate Section 16 reports regarding his holdings.