Taysha (NASDAQ: TSHA) CEO gets 1,008,000 RSUs and 648,000 options

Rhea-AI Filing Summary

Taysha Gene Therapies, Inc. reported new equity awards to its Chief Executive Officer, Nolan Sean P. On January 12, 2026, he received 1,008,000 shares of common stock in the form of a restricted stock unit (RSU) award at a price of $0 per share, increasing his directly held common stock to 3,086,358 shares. The RSUs vest in four equal annual installments beginning on January 12, 2027, conditional on his continued service.

On the same date, he was granted an employee stock option for 648,000 shares of common stock with an exercise price of $4.86 per share, expiring on January 12, 2036. Twenty-five percent of the option vests on January 12, 2027, with the remainder vesting in 36 equal monthly installments thereafter, also subject to continued service. Separately, 1,535,545 shares of common stock are held indirectly through Nolan Capital, LLC, where he has shared voting and investment power.

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^*

Nolan Sean P.

(Last) (First) (Middle)

C/O TAYSHA GENE THERAPIES, INC.

3000 PEGASUS PARK DRIVE, SUITE 1430

(Street)

DALLAS TX 75247

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Taysha Gene Therapies, Inc. [ TSHA ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

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	01/12/2026		A		1,008,000(1)	A	$0	3,086,358	D
Common Stock								1,535,545	I	See footnote(2)

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)	$4.86	01/12/2026		A		648,000		(3)	01/12/2036	Common Stock	648,000	$0	648,000	D

Explanation of Responses:

1. Represents a restricted stock unit ("RSU") award. The RSUs will vest in four equal annual installments beginning on January 12, 2027, subject to the Reporting Person's continuous service through each applicable vesting date.

2. The securities are held by Nolan Capital, LLC (the "LLC"). The Reporting Person is the President of the LLC and has shared voting and investment power with respect to the shares held by the LLC.

3. 25% of the total number of shares underlying the option shall vest and become exercisable on January 12, 2027 and the remainder shall vest and become exercisable in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous service through each applicable vesting date.

	/s/ Kamran Alam, Attorney-in-Fact	01/14/2026
	** 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 equity awards did TSHA grant to its CEO on January 12, 2026?

On January 12, 2026, Taysha Gene Therapies granted its CEO 1,008,000 RSUs of common stock at $0 per share and an employee stock option for 648,000 shares with a $4.86 exercise price.

How do the 1,008,000 RSUs granted to the TSHA CEO vest?

The 1,008,000 RSUs vest in four equal annual installments starting on January 12, 2027, and each installment requires the CEO’s continuous service through the applicable vesting date.

What are the key terms of the 648,000 stock options reported by TSHA?

The CEO received an option for 648,000 shares of common stock with a $4.86 exercise price, expiring on January 12, 2036. 25% vests on January 12, 2027, and the remaining shares vest in 36 equal monthly installments thereafter, subject to continued service.

How many TSHA shares does the CEO hold directly after the reported transactions?

After the reported transactions, the CEO beneficially owns 3,086,358 shares of common stock directly, as shown in the Form 4.

What is the nature of the CEO’s indirect ownership in TSHA through Nolan Capital, LLC?

An additional 1,535,545 shares of TSHA common stock are held indirectly by Nolan Capital, LLC. The CEO is President of the LLC and has shared voting and investment power over these shares.

Does the TSHA Form 4 indicate a purchase or sale of existing shares by the CEO?

The Form 4 reports awards of RSUs and stock options to the CEO at a price of $0 per share for the RSUs and an exercise price of $4.86 for the options; it does not report any sale of existing common shares by him.