Form 4: Avidity Biosciences CPO Vesting & Tax Withholding

Avidity Biosciences' Chief Program Officer, Kathleen P. Gallagher, acquired 72,000 shares through PSU vesting and subsequently disposed of 41,366 shares for tax withholding purposes.

Summary

• Kathleen P. Gallagher, Chief Program Officer of Avidity Biosciences, Inc., acquired 72,000 shares of common stock on December 17, 2025, through the vesting of performance-based restricted stock units (PSUs).
• These PSUs were originally granted on October 30, 2024, and their settlement was accelerated for tax planning purposes.
• Following the acquisition, Gallagher's direct beneficial ownership increased to 122,204 shares.
• Concurrently, 33,336 shares were disposed of at a price of $71.87 per share to cover tax withholding obligations related to the PSU settlement.
• An additional 8,030 shares were disposed of at $71.87 per share for tax withholding in connection with the settlement of other restricted stock units.
• After all reported transactions, Gallagher's direct beneficial ownership stands at 80,838 shares.
• The acquired shares remain subject to recoupment by the Issuer if employment is terminated by the Issuer for cause or by the Reporting Person without good reason.

Sentiment

Score: 6

Explanation: The filing reflects a standard, expected insider transaction related to equity compensation vesting and tax withholding. The vesting of performance-based units is a positive indicator of performance achievement, while the tax-related sales are routine and not indicative of a negative sentiment towards the company.

Positives

• The vesting of 72,000 performance-based restricted stock units indicates the achievement of specific performance targets, aligning management incentives with company success.

Negatives

• The disposal of 41,366 shares for tax withholding purposes reduces the direct beneficial ownership of the Chief Program Officer.

Risks

• Shares acquired from PSU vesting are subject to recoupment by the Issuer if the Reporting Person's employment is terminated by the Issuer for cause or by the Reporting Person without good reason.

Future Outlook

The filing does not contain any forward-looking statements or guidance.

Industry Context

This Form 4 filing details a routine insider transaction involving equity compensation vesting and tax withholding. Such transactions are common across the biotechnology and pharmaceutical industries, where equity awards like PSUs and RSUs are a standard component of executive compensation packages designed to align management interests with long-term shareholder value. The specific details reflect Avidity Biosciences' compensation practices rather than broader industry trends.

Comparison to Industry Standards

• NA

Related Party Transactions

• The acquisition of shares through PSU vesting and the subsequent disposition of shares for tax withholding involve a transaction between a company officer (Kathleen P. Gallagher) and the issuer (Avidity Biosciences, Inc.), which is a related party transaction.

Stakeholder Impact

• Shareholders: The vesting of performance-based units suggests management has met certain performance criteria, which could be viewed positively. The subsequent sale for tax purposes is a routine event and generally has minimal impact on overall share price or liquidity.
• Employees: The equity compensation structure, including PSUs and RSUs, is a key component of executive compensation, potentially influencing employee retention and motivation.

Next Steps

• The filing does not mention any specific future actions, events, or milestones beyond the completion of the reported transactions.

Key Dates

Keywords

Avidity Biosciences, RNA, Form 4, Insider Transaction, PSU Vesting, Restricted Stock Units, Tax Withholding, Kathleen P. Gallagher, Chief Program Officer, Equity Compensation