WVE Form 4: Director Receives RSUs and Options, Sells Shares Under 10b5-1

Rhea-AI Filing Summary

HENRY CHRISTIAN O, a director of Wave Life Sciences Ltd. (WVE), reported compensation and trading activity. The director was granted 12,700 restricted share units (RSUs) and 76,200 share options under the 2025 Non-Employee Director Compensation Policy, with both awards vesting 100% on the earlier of the companys 2026 annual general meeting or August 11, 2026. The reporting person also sold 9,670 ordinary shares pursuant to a Rule 10b5-1 trading plan adopted November 24, 2024, at a weighted-average price of $8.81 per share (sales ranged $8.45 to $9.03). Following these transactions the report lists 29,645 ordinary shares and 76,200 options beneficially owned, held directly.

Positive

• Director awards align with shareholder interests via 12,700 RSUs and 76,200 options under the 2025 Non-Employee Director Compensation Policy
• Sale executed under a Rule 10b5-1 trading plan, indicating the disposition was pre-planned and compliant with insider trading procedures

Negative

• Insider sale of 9,670 shares was reported, which reduced direct shareholdings to 29,645 ordinary shares
• Options carry an exercise price of $8.105, which may require future cash outlay if exercised

Insights

Corporate Governance Expert

Insider awards and pre-planned sales indicate routine director compensation and liquidity management.

The filing shows a standard Non-Employee Director package combining RSUs and stock options that vest on a single forthcoming date, which aligns director and shareholder interests by linking pay to future service and share price performance. The reported sale of 9,670 shares was executed under a Rule 10b5-1 plan established in November 2024, suggesting the transaction was pre-planned rather than opportunistic. From a governance perspective this mix of immediate equity awards and a pre-established sale plan is consistent with common director compensation and liquidity practices and does not alone indicate unusual governance risk.

Securities Analyst

Transactions are modest in size and appear routine; limited direct market impact is expected.

The director received 12,700 RSUs and 76,200 options with an exercise price shown at $8.105 for the options, and completed sales of 9,670 shares at a weighted-average price of $8.81. The disclosed sale price range of $8.45 to $9.03 and the use of a 10b5-1 plan reduce signaling around timing. Reported direct beneficial ownership after the activity is 29,645 ordinary shares and 76,200 options. Absent additional context on outstanding share count or material holdings relative to company capitalization, these transactions appear routine and are unlikely to be materially market moving on their own.

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^*

HENRY CHRISTIAN O

(Last) (First) (Middle)

C/O WAVE LIFE SCIENCES LTD.,

733 CONCORD AVE.

(Street)

CAMBRIDGE MA 02138

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Wave Life Sciences Ltd. [ WVE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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
Ordinary Shares	08/11/2025		A		12,700(1)	A	$0.00	39,315	D
Ordinary Shares	08/13/2025		S(2)		9,670	D	$8.81(3)	29,645	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
Share Option (right to buy)	$8.105	08/11/2025		A		76,200		(4)	08/11/2030	Ordinary Shares	76,200	$0.00	76,200	D

Explanation of Responses:

1. The reporting person was granted this restricted share unit award (RSU) pursuant to the 2025 Non-Employee Director Compensation Policy. The RSU vests as to 100% of the shares on the earlier of the Company's 2026 annual general meeting or August 11, 2026.

2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 24, 2024.

3. The price reflected is the weighted-average sale price for shares sold. The shares were sold in multiple transactions and the range of sale prices for the transactions reported was $8.45 to $9.03 per share. 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.

4. The reporting person was granted this option pursuant to the 2025 Non-Employee Director Compensation Policy. The option vests as to 100% of the shares on the earlier of the Company's 2026 annual general meeting or August 11, 2026

	/s/ Christian Henry	08/13/2025
	** 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.

FAQ

What insider transactions did Wave Life Sciences (WVE) report on this Form 4?

The Form 4 reports a grant of 12,700 RSUs, a grant of 76,200 share options and the sale of 9,670 ordinary shares by director HENRY CHRISTIAN O.

Were the share sales by the director planned or discretionary?

The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 24, 2024.

What price did the director receive for the sold shares?

The weighted-average sale price reported is $8.81 per share, with individual sale prices ranging from $8.45 to $9.03.

When do the RSUs and options vest?

Both the RSU award and the option award vest 100% on the earlier of the companys 2026 annual general meeting or August 11, 2026.

How many shares and options does the director beneficially own after these transactions?

Following the reported transactions the Form 4 lists 29,645 ordinary shares and 76,200 options beneficially owned, held directly.