Wave Life Sciences (WVE) executive reports new option grant and tax share sale

Rhea-AI Filing Summary

Wave Life Sciences (WVE) executive Chris Francis reported equity compensation grants and a small tax-related share sale. On February 5, 2026, he received 38,750 restricted share units that vest in four equal annual installments from February 8, 2027 through February 8, 2030, and a share option for 232,500 ordinary shares at an exercise price of $12.75 per share, vesting 25% on February 8, 2027 and 6.25% quarterly until February 8, 2030. On February 9, 2026, he sold 1,883 ordinary shares at $13.45 per share solely to cover taxes from RSU vesting, leaving 61,867 ordinary shares held directly.

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^*

Francis Chris

(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		38,750(1)	A	$0.00	63,750	D
Ordinary Shares	02/09/2026		S(2)		1,883	D	$13.45	61,867	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		232,500		(3)	02/05/2036	Ordinary Shares	232,500	$0.00	232,500	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. On February 9, 2026, the reporting person sold 1,883 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.

3. 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:

SVP, Corporate Development, Head of Emerging Areas

	/s/ Chris Francis	02/11/2026
	** 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 transactions did Chris Francis report for Wave Life Sciences (WVE)?

Chris Francis reported new equity awards and a small tax-related sale. He acquired 38,750 restricted share units and an option on 232,500 ordinary shares, and sold 1,883 ordinary shares to cover tax withholding associated with RSU vesting.

How many Wave Life Sciences (WVE) shares did Chris Francis sell and at what price?

Chris Francis sold 1,883 ordinary shares at $13.45 per share. According to the filing, this sale was executed solely to cover taxes triggered by previously granted restricted share units that vested on February 8, 2026.

What new equity awards did Chris Francis receive from Wave Life Sciences (WVE)?

He received 38,750 restricted share units and an option on 232,500 ordinary shares at a $12.75 exercise price. These awards represent long-term equity compensation tied to future service and multi-year vesting schedules through February 8, 2030.

What is the vesting schedule for Chris Francis’s restricted share units at Wave Life Sciences (WVE)?

The 38,750 restricted share units vest in four equal 25% annual installments. Vesting dates run from February 8, 2027 through February 8, 2030, aligning the executive’s compensation with the company’s multi-year performance and retention goals.

How does the share option granted to Chris Francis at Wave Life Sciences (WVE) vest?

The option on 232,500 ordinary shares vests 25% on February 8, 2027. Thereafter, it vests an additional 6.25% of the shares quarterly until February 8, 2030, creating a gradual, performance-aligned ownership build-up over several years.

How many Wave Life Sciences (WVE) shares does Chris Francis hold after these transactions?

Following the reported transactions, Chris Francis directly owned 61,867 ordinary shares. This figure reflects his holdings after receiving new restricted share units and completing the 1,883-share sale to satisfy associated tax withholding requirements.