Form 4: HilleVax Director Jaime Sepulveda Granted Over 17,000 Restricted Stock Units

HilleVax, Inc. Director Jaime Sepulveda was granted 17,199 Restricted Stock Units (RSUs) as part of the company's non-employee director compensation program, vesting over one year or upon a change in control.

Summary

• Jaime Sepulveda, a Director at HilleVax, Inc. (HLVX), was granted 17,199 Restricted Stock Units (RSUs) on June 23, 2025.
• These RSUs were granted under the Registrant's Non-Employee Director Compensation Program.
• The RSUs will vest 100% on the first anniversary of the grant date or upon a Change in Control, whichever occurs first, provided Mr. Sepulveda continues to serve on the board.
• Following this transaction, Mr. Sepulveda beneficially owns 59,224 shares of Common Stock directly.
• The transaction price for the RSUs was $0.00, as they represent a grant.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive. While a routine compensation event, it signifies continued board engagement and aligns director interests with shareholders, which is generally viewed favorably. There are no negative implications from this specific filing.

Positives

• The grant of Restricted Stock Units to Director Jaime Sepulveda aligns his interests with those of the shareholders, as the value of his compensation is tied to the company's stock performance.
• This transaction is part of a standard non-employee director compensation program, indicating established corporate governance practices.

Risks

• The RSUs are subject to forfeiture if the director's service on the board ceases before the vesting conditions are met.
• The value of the RSUs upon vesting is dependent on the future market price of HilleVax, Inc. common stock, introducing market risk.

Future Outlook

The 17,199 Restricted Stock Units granted to Director Jaime Sepulveda are scheduled to vest 100% on the first anniversary of the grant date (June 23, 2026) or upon a Change in Control, whichever occurs earlier, contingent on his continued service on the board.

Industry Context

This Form 4 filing reflects a common practice in the biotechnology and pharmaceutical industries, where non-employee directors are compensated with equity awards like Restricted Stock Units. This method is widely used to attract and retain qualified board members and to align their financial incentives with the long-term success of the company and its shareholders.

Comparison to Industry Standards

• The grant of Restricted Stock Units (RSUs) to non-employee directors is a standard compensation practice across various industries, including biotechnology.
• Companies like Moderna (MRNA), BioNTech (BNTX), and Gilead Sciences (GILD) also utilize equity-based compensation for their non-executive directors to foster alignment with shareholder interests.
• The vesting schedule of 100% on the first anniversary or upon a change in control is a common structure for such grants, aiming to retain directors and incentivize long-term commitment.

Stakeholder Impact

• Shareholders: The grant of RSUs may result in minor future dilution upon vesting but serves to align the director's interests with shareholder value creation.
• Director (Jaime Sepulveda): Receives equity compensation, incentivizing long-term commitment and performance.

Next Steps

• The 17,199 RSUs are expected to vest on June 23, 2026, or earlier upon a Change in Control, subject to continued service.

Key Dates

Keywords

HilleVax, HLVX, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Director Compensation, Equity Grant, Jaime Sepulveda, Corporate Governance