Wave Life Sciences (WVE) CTO logs new stock grants and tax sale

Rhea-AI Filing Summary

Wave Life Sciences Ltd. executive Chandra Vargeese reported new equity awards and a small share sale. On February 5, 2026, Vargeese acquired 45,625 restricted share units, which vest in four annual 25% installments from February 8, 2027 through February 8, 2030. The same day, Vargeese received a stock option for 273,750 ordinary shares at an exercise price of $12.75, vesting 25% on February 8, 2027 and an additional 6.25% quarterly until February 8, 2030. On February 9, 2026, Vargeese sold 3,228 ordinary shares at $13.45 per share solely to cover taxes related to RSU vesting, as required under the RSU agreement. After these transactions, Vargeese directly held 408,246 ordinary shares and 273,750 options.

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^*

Vargeese Chandra

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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
Ordinary Shares	02/05/2026		A		45,625(1)	A	$0.00	411,474(2)	D
Ordinary Shares	02/09/2026		S(3)		3,228	D	$13.45	408,246	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)	$12.75	02/05/2026		A		273,750		(4)	02/05/2036	Ordinary Shares	273,750	$0.00	273,750	D

Explanation of Responses:

1. Consists of restricted share units (RSUs). The RSUs vest in four equal annual installments of 25% on February 8, 2027 through February 8, 2030.

2. Includes 3,162 ordinary shares acquired on July 15, 2025, and January 14, 2026, under the issuer's 2019 Employee Share Purchase Plan.

3. On February 9, 2026, the reporting person sold 3,228 ordinary shares solely to cover taxes associated with the vesting of restricted share units ("RSUs") on February 8, 2026. These sales were made pursuant to a provision in the reporting person's RSU agreement that requires automatic sales of shares to cover tax withholding obligations.

4. The option vests as to 25% of the shares on February 8, 2027, and vests as to an additional 6.25% of the shares quarterly thereafter until February 8, 2030.

Remarks:

Chief Technology Officer, Head of Platform Discovery Sciences

	/s/ Chandra Vargeese	02/11/2026
	** 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 WVE executive Chandra Vargeese report?

Chandra Vargeese reported receiving RSUs and stock options and selling shares to cover taxes. The filing shows RSU and option grants on February 5, 2026, and a sale of 3,228 ordinary shares on February 9, 2026, tied to RSU tax withholding.

How many Wave Life Sciences (WVE) RSUs did Chandra Vargeese receive?

Vargeese received 45,625 restricted share units. These RSUs vest in four equal annual installments of 25% each on February 8 from 2027 through 2030, providing a staggered equity incentive over several years tied to continued service.

What stock option grant did WVE report for Chandra Vargeese?

Vargeese was granted an option for 273,750 ordinary shares at an exercise price of $12.75. The option vests 25% on February 8, 2027, then 6.25% quarterly until February 8, 2030, aligning long-term compensation with company performance.

Why did Chandra Vargeese sell 3,228 WVE shares on February 9, 2026?

The 3,228-share sale was solely to cover tax withholding from RSU vesting. The RSU agreement requires automatic share sales to satisfy tax obligations, so this transaction reflects a tax-related sale rather than a discretionary reduction in holdings.

At what price were Chandra Vargeese’s WVE shares sold to cover taxes?

The 3,228 ordinary shares were sold at $13.45 per share. According to the disclosure, these sales were automatically executed under the RSU agreement’s tax withholding provisions following the vesting of restricted share units on February 8, 2026.

How many Wave Life Sciences shares does Chandra Vargeese hold after these transactions?

After the reported transactions, Vargeese directly held 408,246 ordinary shares. In addition, a stock option covering 273,750 ordinary shares was beneficially owned, providing potential future share ownership if the option is exercised after vesting.

What is Chandra Vargeese’s role at Wave Life Sciences (WVE)?

The filing lists Chandra Vargeese as Chief Technology Officer, Head of Platform Discovery Sciences. This senior leadership role is associated with significant equity-based compensation, including restricted share units and stock options reported in the Form 4.