[Form 4] Voyager Therapeutics, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Voyager Therapeutics, Inc. President and CEO Alfred Sandrock reported an open-market sale of 11,732 shares of common stock of Voyager Therapeutics at a weighted average price of $3.41 per share. According to the disclosure, this transaction was executed under a durable automatic sale instruction adopted on May 12, 2025.

The shares were sold to cover tax withholding obligations arising from the vesting of restricted stock units on February 17, 2026, and the filing states that the sale did not represent a discretionary trade by the reporting person. After this tax-related sale, Sandrock directly holds 498,257 shares of Voyager Therapeutics common stock.

Insights

Equity compensation and insider-trading analyst

CEO’s non-discretionary tax sale has limited signaling impact.

The filing shows Voyager Therapeutics CEO Alfred Sandrock sold 11,732 shares of common stock at a weighted average of $3.41 per share. The footnote explains this was a pre-arranged “sell-to-cover” under a durable automatic sale instruction tied to RSU vesting on February 17, 2026.

Sell-to-cover transactions are typically executed to satisfy tax withholding when equity awards vest, rather than to adjust an economic stake. The filing further notes the sale was not a discretionary trade by the reporting person. After the sale, Sandrock still directly owns 498,257 shares, so his ongoing equity exposure to Voyager Therapeutics remains substantial.

Because this is a routine, tax-driven sale under an established instruction, it is generally viewed as an administrative consequence of equity compensation rather than a change in the company’s outlook. Subsequent company filings may provide additional context on future equity grants or vesting events.

Insider Trade Summary

Net Seller: 11,732 shares ($40,006)

Net Sell 1 txn

Insider Sandrock Alfred

Role President and CEO

Sold 11,732 shs ($40K)

Type	Security	Shares	Price	Value
Sale	Common Stock	11,732	$3.41	$40K

Holdings After Transaction: Common Stock — 498,257 shares (Direct)

Footnotes (1)

1. Represents shares of common stock of Voyager Therapeutics, Inc. (the "Corporation") sold, pursuant to a durable automatic sale instruction adopted by the reporting person on May 12, 2025, effecting the sell-to-cover election of the reporting person to satisfy tax withholding obligations, in connection with the vesting of restricted stock units on February 17, 2026. The sales do not represent a discretionary trade by the reporting person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.35 to $3.47, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of the Corporation, 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 footnote (2) to this Form 4.

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
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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^*

Sandrock Alfred

(Last) (First) (Middle)

C/O VOYAGER THERAPEUTICS, INC.

75 HAYDEN AVENUE

(Street)

LEXINGTON MA 02421

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Voyager Therapeutics, Inc. [ VYGR ]

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)
02/18/2026

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	02/18/2026		S(1)		11,732(1)	D	$3.41(2)	498,257	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. Represents shares of common stock of Voyager Therapeutics, Inc. (the "Corporation") sold, pursuant to a durable automatic sale instruction adopted by the reporting person on May 12, 2025, effecting the sell-to-cover election of the reporting person to satisfy tax withholding obligations, in connection with the vesting of restricted stock units on February 17, 2026. The sales do not represent a discretionary trade by the reporting person.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.35 to $3.47, inclusive. The reporting person undertakes to provide to the Corporation, any security holder of the Corporation, 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 footnote (2) to this Form 4.

Remarks:

Exhibit 24.1: Limited Power of Attorney

	/s/ Gregory L. Shiferman, as Attorney-in-Fact for Alfred Sandrock	02/20/2026
	** 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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