Tax-driven sale: Voyager (NASDAQ: VYGR) CSO sells 3,301 shares

Rhea-AI Filing Summary

Voyager Therapeutics, Inc. Chief Scientific Officer Carter Todd Alfred reported an automatic open-market sale of 3,301 shares of common stock at a weighted average price of $3.44 per share. The shares were sold under a pre-established durable automatic sale instruction adopted on May 12, 2025 to cover tax withholding obligations arising from the vesting of restricted stock units on February 17, 2026, and are described as not being a discretionary trade. Following this transaction, Alfred directly holds 149,892 shares of Voyager Therapeutics common stock.

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).

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^*

Carter Todd 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)

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

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)		3,301(1)	D	$3.44(2)	149,892	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 $3.40 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 Todd Alfred Carter	02/20/2026
	** 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 transaction did Voyager Therapeutics (VYGR) report for Carter Todd Alfred?

Voyager reported that Chief Scientific Officer Carter Todd Alfred sold 3,301 shares of common stock. The sale was executed as an open-market transaction at a weighted average price of $3.44 per share to satisfy tax withholding obligations tied to RSU vesting.

Was the Voyager Therapeutics (VYGR) insider sale by Carter Todd Alfred discretionary?

The sale was not discretionary. It was made under a durable automatic sale instruction adopted on May 12, 2025, specifically to cover tax withholding obligations resulting from restricted stock units vesting on February 17, 2026, rather than a voluntary portfolio decision.

How many Voyager Therapeutics (VYGR) shares does Carter Todd Alfred own after the sale?

After the reported transaction, Carter Todd Alfred directly owns 149,892 shares of Voyager Therapeutics common stock. This figure reflects his holdings following the 3,301-share sale executed to meet tax withholding requirements associated with vesting restricted stock units.

At what price were the Voyager Therapeutics (VYGR) shares sold in this insider transaction?

The reported sale used a weighted average price of $3.44 per share. According to the disclosure, the 3,301 shares were sold in multiple trades at prices ranging from $3.40 to $3.47, with full breakdowns available upon request.

Why did Voyager Therapeutics (VYGR) CSO Carter Todd Alfred sell shares?

The sale was executed to cover tax withholding obligations connected to restricted stock units that vested on February 17, 2026. It was carried out under a durable automatic sale instruction, indicating a planned sell-to-cover transaction rather than an opportunistic share sale.

What type of instruction governed the Voyager Therapeutics (VYGR) insider share sale?

The transaction followed a durable automatic sale instruction adopted by Carter Todd Alfred on May 12, 2025. This instruction directed the sell-to-cover transaction when his restricted stock units vested, and the filing notes the sales do not represent a discretionary trade.