VYGR insider sell-to-cover: 7,666 shares at $4.78; 123,834 shares remain

Rhea-AI Filing Summary

Voyager Therapeutics, Inc. (VYGR) Chief Financial Officer Nathan D. Jorgensen reported the sale of 7,666 shares of common stock on 10/03/2025. The sales were executed under a pre-existing durable automatic sales instruction (a sell-to-cover election) tied to the vesting of restricted stock units, to satisfy tax withholding. The weighted-average price reported for the shares sold was $4.78, with individual trade prices ranging from $4.74 to $4.85. After the reported transaction, the reporting person beneficially owned 123,834 shares of common stock.

Positive

• Sale executed under a durable automatic instruction (sell-to-cover), indicating non-discretionary tax-withholding action
• Reporting person retains material ownership of 123,834 shares after the transaction

Negative

• Officer disposed of 7,666 shares, increasing potential near-term insider selling supply
• Weighted-average sale price of $4.78 may reflect lower prevailing share price at time of vesting

Insights

Compensation & Insider Transactions Analyst

Officer sold vested RSU shares via pre-set sell-to-cover instruction; ownership still substantial.

The transaction represents a sell-to-cover sale of 7,666 shares tied to the tax withholding from RSU vesting on 10/03/2025

Because the sales were carried out under a durable automatic instruction adopted on 05/09/2025, they are described as non-discretionary; the reported weighted-average price was $4.78 with a range of $4.74–$4.85. Investors can track future dilution or insider supply by monitoring additional RSU vesting schedules and any subsequent automatic or discretionary sales within the next 12 months.

Insider Trade Summary

Net Seller: 7,666 shares ($36,643)

Net Sell 1 txn

Insider Jorgensen Nathan D.

Role Chief Financial Officer

Sold 7,666 shs ($37K)

Type	Security	Shares	Price	Value
Sale	Common Stock	7,666	$4.78	$37K

Holdings After Transaction: Common Stock — 123,834 shares (Direct)

Footnotes (1)

1. Represents shares of common stock sold, pursuant to a durable automatic sales instruction letter adopted by the reporting person on May 9, 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 October 3, 2025. 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 $4.74 to $4.85, inclusive. The reporting person undertakes to provide to Voyager Therapeutics, Inc., 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.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/07/2025 - 04:30 PM Learn about SEC filing dates

FAQ

What did Voyager Therapeutics (VYGR) CFO Nathan Jorgensen report on Form 4?

The CFO reported the sale of 7,666 common shares on 10/03/2025 under a pre-existing sell-to-cover instruction tied to RSU vesting.

Why were the shares sold by the reporting person?

The shares were sold pursuant to a durable automatic sales instruction to effect the sell-to-cover election and satisfy tax withholding obligations from RSU vesting.

What price did the sold shares fetch and what price range was reported?

The Form 4 reports a weighted-average price of $4.78; individual transactions ranged from $4.74 to $4.85.

How many Voyager shares does the reporting person own after the sale?

Following the reported transaction, the reporting person beneficially owns 123,834 shares of common stock.

Was the sale discretionary or pre-planned?

The sale was executed under an automatic instruction adopted on 05/09/2025, and is stated as non-discretionary in the filing.

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^*

Jorgensen Nathan D.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

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	10/03/2025		S(1)		7,666(1)	D	$4.78(2)	123,834	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 sold, pursuant to a durable automatic sales instruction letter adopted by the reporting person on May 9, 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 October 3, 2025. 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 $4.74 to $4.85, inclusive. The reporting person undertakes to provide to Voyager Therapeutics, Inc., 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.

	/s/ Robin Swartz, as Attorney-in-Fact for Nathan D. Jorgensen	10/07/2025
	** 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.