Form 4: Voyager CFO Sells Shares for Tax Obligations
Insider Transaction Report
Voyager Therapeutics' CFO, Nathan D. Jorgensen, sold 4,668 shares of common stock at a weighted average price of $3.77 to cover tax withholding obligations related to restricted stock unit vesting.
Summary
- Chief Financial Officer Nathan D. Jorgensen of Voyager Therapeutics, Inc. (VYGR) sold 4,668 shares of the company's common stock.
- The transaction occurred on February 24, 2026, at a weighted average price of $3.77 per share, with individual sales ranging from $3.61 to $3.86.
- This sale was a 'sell-to-cover' election to satisfy tax withholding obligations in connection with the vesting of restricted stock units on February 21, 2026.
- The sale was executed pursuant to a durable automatic sale instruction (Rule 10b5-1(c) plan) adopted by Jorgensen on May 9, 2025, and was not a discretionary trade.
- Following this transaction, Nathan D. Jorgensen beneficially owns 151,416 shares of Voyager Therapeutics common stock.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral event, as the sale is a non-discretionary transaction for tax purposes related to equity compensation, rather than an indication of management's sentiment about the company's future.
Positives
- The sale was non-discretionary, executed under a pre-arranged 10b5-1 plan, indicating a planned transaction rather than a reaction to new information.
- The transaction is related to the vesting of restricted stock units, which represents compensation for the CFO.
Negatives
- The CFO sold 4,668 shares of common stock, reducing his direct holdings in the company.
Future Outlook
NA
Management Comments
- The sales do not represent a discretionary trade by the reporting person.
Industry Context
StockSavvy.ai notes that sell-to-cover transactions are common practice for executives to manage tax liabilities associated with equity compensation, and typically do not signal a change in management's outlook on the company's prospects.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Delegation of Authority | Nathan Jorgensen granted a Power of Attorney to specified individuals (Robin Swartz, Gregory L. Shiferman, Amy Quinlan, Avery Reaves) to prepare, execute, and file SEC documents on his behalf, including Forms 3, 4, 5, Schedules 13D/G, and Forms 144, and to manage his EDGAR account. | 2026-02-01 | Streamlines the process for the CFO to comply with SEC reporting obligations by delegating administrative tasks to designated attorneys-in-fact. |
Stakeholder Impact
- Shareholders: Minor dilution from the sale, but the transaction is routine and not indicative of a change in company fundamentals.
Next Steps
- The reporting person undertakes to provide full information regarding the number of shares sold at each separate price within the reported range upon request.
Key Dates
| Date | Description |
|---|---|
| 2025-05-09 | Date reporting person adopted durable automatic sale instruction (Rule 10b5-1 plan). |
| 2026-02-01 | Effective date of Power of Attorney granted by Nathan Jorgensen. |
| 2026-02-18 | Date Power of Attorney was executed by Nathan Jorgensen. |
| 2026-02-21 | Date of restricted stock unit vesting. |
| 2026-02-24 | Date of common stock transaction (sale). |
| 2026-02-26 | Date Form 4 was filed. |
Recommendation
holdThe transaction is a routine 'sell-to-cover' for tax purposes, executed under a pre-arranged 10b5-1 plan. It does not reflect a discretionary decision by the CFO based on new information about the company's prospects. Therefore, it provides no new fundamental information to warrant a change in investment recommendation, suggesting a 'hold' position is appropriate unless other factors are considered.
Keywords
Voyager Therapeutics, VYGR, Form 4, Insider Trading, Stock Sale, CFO, Nathan Jorgensen, Restricted Stock Units, Tax Withholding, 10b5-1 Plan
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