Vera Therapeutics (VERA) CEO reports new RSU and 137,500-share option grants

Rhea-AI Filing Summary

Vera Therapeutics President and CEO Fordyce Marshall reported new equity awards tied to continued service. On February 4, 2026, he received 68,800 RSUs of Class A common stock at no cost under the 2021 Equity Incentive Plan, vesting in four equal annual installments each February 20 from 2027 through 2030.

He was also granted a stock option for 137,500 shares of Class A common stock at an exercise price of $42.74 per share, with 1/48 vesting on March 4, 2026 and the remainder vesting monthly thereafter. Following these awards, Marshall reports 274,088 Class A shares held directly, plus indirect holdings of 122,949 shares through a GRAT and 99,081 shares through The Fordyce Revocable Trust.

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

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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^*

Fordyce Marshall

(Last) (First) (Middle)

C/O VERA THERAPEUTICS, INC.

2000 SIERRA POINT PARKWAY, SUITE 1200

(Street)

BRISBANE CA 94005

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Vera Therapeutics, Inc. [ VERA ]

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 CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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
Class A Common Stock	02/04/2026		A		68,800(1)	A	$0	274,088(2)	D
Class A Common Stock								122,949(3)	I	By GRAT
Class A Common Stock								99,081	I	By Trust

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
Stock Option (right to buy)	$42.74	02/04/2026		A		137,500		(4)	02/03/2036	Class A Common Stock	137,500	$0	137,500	D

Explanation of Responses:

1. Represents the number of shares of Class A Common Stock underlying the restricted stock units ("RSUs") granted under the Issuer's 2021 Equity Incentive Plan. One-fourth of the RSUs, rounded to the nearest whole share, vest on each of February 20, 2027, 2028, 2029 and 2030, subject to the Reporting Person's continuous service through each vesting date.

2. Includes 623 shares of Class A Common Stock acquired under the Issuer's 2021 Employee Stock Purchase Plan on March 13, 2025.

3. On November 19, 2025, the Reporting Person transferred 99,081 shares of the Issuer's Class A Common Stock to The Fordyce Revocable Trust (the "Trust") for no consideration. The Reporting Person is a trustee of the Trust.

4. 1/48th of the shares subject to the stock option will vest and become exercisable on March 4, 2026, and 1/48th of the shares subject to the stock option will vest and become exercisable monthly on the same day of each month thereafter, subject to the Reporting Person's continuous service through each vesting date.

	/s/ Joseph R. Young, Attorney-in-Fact	02/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Vera Therapeutics (VERA) report for Fordyce Marshall?

Vera Therapeutics reported that CEO Fordyce Marshall received 68,800 restricted stock units and a stock option for 137,500 Class A shares on February 4, 2026. Both awards vest over time, contingent on his continued service with the company.

How many RSUs did the Vera Therapeutics CEO receive and how do they vest?

The CEO received 68,800 restricted stock units of Class A common stock at no cost. One-fourth vests on each February 20 of 2027, 2028, 2029 and 2030, provided he remains in continuous service through each vesting date.

What are the terms of Fordyce Marshall’s new stock option at Vera Therapeutics?

Fordyce Marshall was granted a stock option for 137,500 Class A shares with a $42.74 exercise price. One‑forty‑eighth vests on March 4, 2026, and the remaining portions vest monthly on the same day, subject to his continued service.

How many Vera Therapeutics shares does the CEO hold after these transactions?

After the reported awards, Fordyce Marshall holds 274,088 Class A shares directly. He also reports indirect ownership of 122,949 shares through a GRAT and 99,081 shares held by The Fordyce Revocable Trust, where he serves as trustee.

Were Fordyce Marshall’s Vera Therapeutics RSUs and options granted for cash consideration?

The filing shows the 68,800 RSUs were granted at a price of $0 per share. The 137,500-share stock option was granted with a $42.74 exercise price, and the derivative security itself is reported with a transaction price of $0.

What prior share transfer involving The Fordyce Revocable Trust is disclosed?

The filing notes that on November 19, 2025, Fordyce Marshall transferred 99,081 Class A shares to The Fordyce Revocable Trust for no consideration. He is a trustee of the trust, and those shares are now reported as indirectly owned.