TSHA (NASDAQ: TSHA) president sells 200K shares under 10b5-1 plan

Rhea-AI Filing Summary

Taysha Gene Therapies, Inc. President and Head of R&D Nagendran Sukumar exercised employee stock options for 19,021 shares of common stock at an exercise price of $1.71 per share and sold 200,000 common shares at a weighted average price of $4.46 per share. The sale occurred in multiple trades between $4.335 and $4.625 and was made pursuant to a Rule 10b5-1 trading plan adopted on June 11, 2025. Following these transactions, he directly holds 1,136,410 shares of common stock and 455,920 stock options.

Insights

Equity compensation and insider-trading analyst

TSHA R&D head executes planned option exercise-and-sale, retains large stake.

The reporting person exercised 19,021 employee stock options at an exercise price of $1.71, receiving an equal number of common shares. On the same date, he sold 200,000 common shares at a weighted average price of $4.46, with trades ranging from $4.335 to $4.625.

The sale was executed under a pre-arranged Rule 10b5-1 trading plan adopted on June 11, 2025, indicating the timing was scheduled in advance. After the sale, he still directly owns 1,136,410 common shares and 455,920 stock options, suggesting this was a partial liquidity event rather than an exit.

Insider Trade Summary 10b5-1

Net Seller: 200,000 shares ($892,000)

Net Sell 3 txns

Insider Nagendran Sukumar

Role President and Head of R&D

Sold 200,000 shs ($892K)

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy)	19,021	$0.00	--
Exercise	Common Stock	19,021	$1.71	$33K
Sale	Common Stock	200,000	$4.46	$892K

Holdings After Transaction: Employee Stock Option (right to buy) — 455,920 shares (Direct); Common Stock — 1,336,410 shares (Direct)

Footnotes (1)

1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 11, 2025. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.335 to $4.625 inclusive. The Reporting Person undertakes 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. 25% of the total number of shares underlying the option vested and became exercisable on January 2, 2025 and the remainder vested or shall vest and become exercisable in 36 equal monthly installments thereafter, subject to the Reporting Person's continuous service through each applicable vesting date.

Key Figures

Options exercised: 19,021 shares at $1.71/share Shares sold: 200,000 shares at $4.46/share Sale price range: $4.335–$4.625 per share +3 more

6 metrics

Options exercised 19,021 shares at $1.71/share Employee Stock Option exercise on April 10, 2026

Shares sold 200,000 shares at $4.46/share Weighted average sale price on April 10, 2026

Sale price range $4.335–$4.625 per share Price range for multiple sale transactions

Post-transaction common shares 1,136,410 shares Direct TSHA common stock holdings after transactions

Remaining stock options 455,920 options Employee Stock Options held after the exercise

Option expiration January 2, 2034 Expiration date of the exercised option grant

Key Terms

Rule 10b5-1 trading plan, Employee Stock Option (right to buy), weighted average price, vest and become exercisable, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"This transaction was made pursuant to a Rule 10b5-1 trading plan adopted..."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Employee Stock Option (right to buy) financial

"security_title": "Employee Stock Option (right to buy)""

weighted average price financial

"The price reported is a weighted average price. These shares were sold..."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

vest and become exercisable financial

"underlying the option vested and became exercisable on January 2, 2025..."

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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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).

X

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^*

Nagendran Sukumar

(Last) (First) (Middle)

C/O TAYSHA GENE THERAPIES, INC.

3000 PEGASUS PARK DRIVE, SUITE 1430

(Street)

DALLAS TEXAS 75247

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	President and Head of R&D

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/10/2026		M		19,021	A	$1.71	1,336,410	D
Common Stock	04/10/2026		S(1)		200,000	D	$4.46(2)	1,136,410	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)	$1.71	04/10/2026		M			19,021	(3)	01/02/2034	Common Stock	19,021	$0	455,920	D

Explanation of Responses:

1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 11, 2025.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.335 to $4.625 inclusive. The Reporting Person undertakes 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.

3. 25% of the total number of shares underlying the option vested and became exercisable on January 2, 2025 and the remainder vested or 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	04/13/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did TSHA executive Nagendran Sukumar report?

Nagendran Sukumar reported exercising options and selling shares. He exercised 19,021 employee stock options at $1.71 per share, then sold 200,000 common shares at a weighted average price of $4.46 per share, in multiple trades within a disclosed price range.

How many Taysha Gene Therapies (TSHA) shares did the executive sell and at what price?

He sold 200,000 TSHA common shares. The weighted average sale price was $4.46 per share, with individual trades executed between $4.335 and $4.625 per share, according to the detailed pricing disclosure in the filing footnotes.

Were the TSHA insider share sales made under a Rule 10b5-1 trading plan?

Yes. The filing states the sale transaction was made pursuant to a Rule 10b5-1 trading plan adopted on June 11, 2025. Such plans allow insiders to schedule trades in advance, which can reduce the significance of trade timing as a market signal.

What stock options did the TSHA executive exercise in this Form 4?

He exercised Employee Stock Options for 19,021 underlying shares of common stock. The options had an exercise price of $1.71 per share and an expiration date of January 2, 2034, with vesting tied to a schedule described in the footnotes.

How many Taysha Gene Therapies (TSHA) shares does the executive own after these transactions?

After the reported transactions, the executive directly owns 1,136,410 shares of TSHA common stock. He also holds 455,920 Employee Stock Options, giving him additional potential equity exposure if those options are exercised in the future.

What is the vesting schedule for the TSHA employee stock options mentioned?

The filing explains that 25% of the shares underlying the option vested and became exercisable on January 2, 2025. The remaining shares vested or will vest in 36 equal monthly installments, contingent on continued service through each vesting date.