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Nasdaq · USD

FHTX

Foghorn Therapeutics Inc.

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5820
SEC CIK
0001822462
Parsed reports
158

Last 12 months

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Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
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MonthPurchasesSales
Nov 202500
Dec 202500
Jan 202600
Feb 202600
Mar 202600
Apr 202600
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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
June 24, 2026 Filed Jun 25, 2026 20:01 UTC GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001073385-26-000004 · primarydocument.xml · derivative · entry 1

PARSHALL B LYNNE · CIK 0001073385 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:04 UTC GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001972849-26-000004 · primarydocument.xml · derivative · entry 1

Gallagher Neil · CIK 0001972849 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:01 UTC
GILL SIMBADirector
GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001180763-26-000005 · primarydocument.xml · derivative · entry 1

GILL SIMBA · CIK 0001180763 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:00 UTC GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001486373-26-000005 · primarydocument.xml · derivative · entry 1

Cole Douglas G. · CIK 0001486373 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:06 UTC GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001474056-26-000007 · primarydocument.xml · derivative · entry 1

Lynch Thomas J. Jr. · CIK 0001474056 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:02 UTC
SMITH IAN FDirector
GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001197032-26-000005 · primarydocument.xml · derivative · entry 1

SMITH IAN F · CIK 0001197032 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:05 UTC
Biller ScottDirector
GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001581956-26-000004 · primarydocument.xml · derivative · entry 1

Biller Scott · CIK 0001581956 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:03 UTC GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001591109-26-000004 · primarydocument.xml · derivative · entry 1

Mendelsohn Michael · CIK 0001591109 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
June 24, 2026 Filed Jun 25, 2026 20:06 UTC
Duty StuartDirector
GrantStock Options (Right to buy) · Derivative 28,000 $4.08 Strike: $4.08 $114,240.00
Disclosure

SEC source: 0001970274-26-000007 · primarydocument.xml · derivative · entry 1

Duty Stuart · CIK 0001970274 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 28,000

Underlying: Common Stock · 28,000 shares

Expires 2036-06-23

F1 · derivative.exercise_date: The option vests in full on the first anniversary of the grant date, subject to the reporting person's continued service on the board of directors.

Read SEC document
April 10, 2026 Filed Apr 13, 2026 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 59,208 $0.00 $0.00
Disclosure

SEC source: 0001828724-26-000005 · primarydocument.xml · nonDerivative · entry 4

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · By Living Trust

Disclosed balance after: 270,912

F2 · kind: On April 10, 2026, the Adrian H. Gottschalk 2025 Grantor Retained Annuity Trust dated April 25, 2025, of which the Reporting Person is the trustee and sole current beneficiary (the "2025 GRAT"), distributed 59,208 shares of the Issuer's Common Stock to the Living Trust.

Read SEC document
April 10, 2026 Filed Apr 13, 2026 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 59,208 $0.00 $0.00
Disclosure

SEC source: 0001828724-26-000005 · primarydocument.xml · nonDerivative · entry 3

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · 2025 GRAT

Disclosed balance after: 240,792

F2 · kind: On April 10, 2026, the Adrian H. Gottschalk 2025 Grantor Retained Annuity Trust dated April 25, 2025, of which the Reporting Person is the trustee and sole current beneficiary (the "2025 GRAT"), distributed 59,208 shares of the Issuer's Common Stock to the Living Trust.

Read SEC document
April 09, 2026 Filed Apr 13, 2026 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 47,497 $0.00 $0.00
Disclosure

SEC source: 0001828724-26-000005 · primarydocument.xml · nonDerivative · entry 2

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · By Living Trust

Disclosed balance after: 211,704

F1 · kind: On April 9, 2026, the Adrian H. Gottschalk 2023 Grantor Retained Annuity Trust dated May 26, 2023, of which the Reporting Person is the trustee and sole current beneficiary (the "2023 GRAT"), distributed 47,497 shares of the Issuer's Common Stock to the Adrian H. Gottschalk Living Trust dated September 8, 2009, of which the Reporting Person is the trustee (the "Living Trust").

Read SEC document
April 09, 2026 Filed Apr 13, 2026 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 47,497 $0.00 $0.00
Disclosure

SEC source: 0001828724-26-000005 · primarydocument.xml · nonDerivative · entry 1

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · By 2023 GRAT

Disclosed balance after: 0

F1 · kind: On April 9, 2026, the Adrian H. Gottschalk 2023 Grantor Retained Annuity Trust dated May 26, 2023, of which the Reporting Person is the trustee and sole current beneficiary (the "2023 GRAT"), distributed 47,497 shares of the Issuer's Common Stock to the Adrian H. Gottschalk Living Trust dated September 8, 2009, of which the Reporting Person is the trustee (the "Living Trust").

Read SEC document
February 23, 2026 Filed Feb 24, 2026 21:02 UTC
Maynard Ryan DChief Financial Officer
GrantStock Option (right to buy) · Derivative 400,000 $5.75 Strike: $5.75 $2,300,000.00
Disclosure

SEC source: 0001363984-26-000004 · primarydocument.xml · derivative · entry 1

Maynard Ryan D · CIK 0001363984 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 400,000

Underlying: Common Stock · 400,000 shares

Expires 2036-02-22

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on February 23, 2027, and at a rate of 6.25% of the underlying shares thereafter on the first day of each calendar quarter until the option is fully vested.

Read SEC document
February 05, 2026 Filed Feb 6, 2026 21:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GrantStock option (right to buy) · Derivative 1,075,000 $5.23 Strike: $5.23 $5,622,250.00
Disclosure

SEC source: 0001828724-26-000003 · primarydocument.xml · derivative · entry 1

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,075,000

Underlying: Common Stock · 1,075,000 shares

Expires 2036-02-04

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on February 5, 2027, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

Read SEC document
January 30, 2026 Filed Feb 2, 2026 16:02 UTC
Rivkin AnnaChief Business Officer
GrantStock option (right to buy) · Derivative 165,000 $5.71 Strike: $5.71 $942,150.00
Disclosure

SEC source: 0002035647-26-000002 · primarydocument.xml · derivative · entry 1

Rivkin Anna · CIK 0002035647 · Chief Business Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 165,000

Underlying: Common Stock · 165,000 shares

Expires 2036-01-29

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 30, 2027, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

Read SEC document
January 30, 2026 Filed Feb 2, 2026 16:03 UTC
Cardama Alfonso QuintasChief Medical Officer
GrantStock option (right to buy) · Derivative 300,000 $5.71 Strike: $5.71 $1,713,000.00
Disclosure

SEC source: 0001760104-26-000002 · primarydocument.xml · derivative · entry 1

Cardama Alfonso Quintas · CIK 0001760104 · Chief Medical Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 300,000

Underlying: Common Stock · 300,000 shares

Expires 2036-01-29

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 30, 2027, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

Read SEC document
January 30, 2026 Filed Feb 2, 2026 21:04 UTC
Costa CarlosChief People Officer
GrantStock option (right to buy) · Derivative 230,000 $5.71 Strike: $5.71 $1,313,300.00
Disclosure

SEC source: 0001939167-26-000002 · primarydocument.xml · derivative · entry 1

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 230,000

Underlying: Common Stock · 230,000 shares

Expires 2036-01-29

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 30, 2027, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

Read SEC document
January 30, 2026 Filed Feb 2, 2026 21:03 UTC
LaCascia MichaelChief Legal Officer
GrantStock option (right to buy) · Derivative 295,000 $5.71 Strike: $5.71 $1,684,450.00
Disclosure

SEC source: 0001831755-26-000002 · primarydocument.xml · derivative · entry 1

LaCascia Michael · CIK 0001831755 · Chief Legal Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 295,000

Underlying: Common Stock · 295,000 shares

Expires 2036-01-29

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 30, 2027, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

Read SEC document
January 30, 2026 Filed Feb 2, 2026 21:01 UTC
Bellon Steven F.Chief Scientific Officer
GrantStock Option (right to buy) · Derivative 300,000 $5.71 Strike: $5.71 $1,713,000.00
Disclosure

SEC source: 0001831749-26-000002 · primarydocument.xml · derivative · entry 1

Bellon Steven F. · CIK 0001831749 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 300,000

Underlying: Common Stock · 300,000 shares

Expires 2036-01-29

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 30, 2027, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

Read SEC document
January 13, 2026 Filed Jan 15, 2026 17:00 UTC
Flagship Pioneering, LLCDirector · 10% owner
Flagship Ventures Fund V, L.P.Director · 10% owner
Afeyan NoubarDirector · 10% owner
GrantSeries 2 Warrants to purchase Common Stock · Derivative 1,117,734 Not disclosed Strike: $20.13 Not disclosed
Disclosure

SEC source: 0001193125-26-014218 · ownership.xml · derivative · entry 3

Flagship Pioneering, LLC · CIK 0001400240 · Director · 10% owner

Flagship Pioneering Fund VII General Partner LLC · CIK 0001805917 · Director · 10% owner

Flagship Pioneering Fund VII, L.P. · CIK 0001805916 · Director · 10% owner

Flagship Pioneering Special Opportunities Fund II General Partner LLC · CIK 0001826217 · Director · 10% owner

Flagship Pioneering Special Opportunities Fund II, L.P. · CIK 0001761283 · Director · 10% owner

Flagship Ventures Fund V General Partner LLC · CIK 0001724575 · Director · 10% owner

Flagship Ventures Fund V, L.P. · CIK 0001627639 · Director · 10% owner

Flagship Ventures Opportunities Fund I General Partner LLC · CIK 0001725004 · Director · 10% owner

Flagship Ventures Opportunities Fund I, L.P. · CIK 0001677345 · Director · 10% owner

AFEYAN NOUBAR · CIK 0001222012 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Flagship Pioneering Fund VII, L.P.

Disclosed balance after: 1,117,734

Underlying: Common Stock · 1,117,734 shares

Expires 2030-12-31

F3 · derivative.exercise_price: The Series Warrants are exercisable at an initial price of $13.42 per Series 1 Warrant and $20.13 per Series 2 Warrant. Subject to certain exclusions, if prior to June 30, 2027, the Company issues capital stock or securities convertible into or exercisable for capital stock in one or more related transactions primarily for capital raising at a weighted-average common stock equivalent price (the "Weighted-Average Price") below $13.42 per share, the exercise price of a Series Warrant shall reset upon exercise to the midpoint between the initial price and the lowest such Weighted-Average Price, but not below $6.71 per share. The exercise price may be adjusted only once pursuant to this mechanism.

F1 · price: On January 13, 2026, pursuant to a registered direct offering by the Issuer, Flagship Pioneering Fund VII, L.P. ("Flagship Fund VII") acquired warrants to purchase an aggregate of 4,470,936 shares of Common Stock, consisting of (i) Pre-Funded Warrants to purchase 2,235,468 shares of Common Stock, (ii) Series 1 Warrants to purchase 1,117,734 shares of Common Stock and (iii) Series 2 Warrants to purchase 1,117,734 shares of Common Stock (together with the Series 1 Warrants, the "Series Warrants"). The securities were acquired for a purchase price of $6.7099 per Pre-Funded Warrant and accompanying Series Warrants.

F2 · ownership.nature: Securities held by Flagship Fund VII. Flagship Pioneering Fund VII General Partner LLC ("Flagship Fund VII GP") is the general partner of Flagship Fund VII. Flagship Pioneering, LLC (f/k/a Flagship Pioneering, Inc., "Flagship Pioneering") is the manager of Flagship Fund VII GP. Noubar B. Afeyan, Ph.D. is the ultimate control person of Flagship Pioneering. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.

Read SEC document
January 13, 2026 Filed Jan 15, 2026 17:00 UTC
Flagship Pioneering, LLCDirector · 10% owner
Flagship Ventures Fund V, L.P.Director · 10% owner
Afeyan NoubarDirector · 10% owner
GrantSeries 1 Warrants to purchase Common Stock · Derivative 1,117,734 Not disclosed Strike: $13.42 Not disclosed
Disclosure

SEC source: 0001193125-26-014218 · ownership.xml · derivative · entry 2

Flagship Pioneering, LLC · CIK 0001400240 · Director · 10% owner

Flagship Pioneering Fund VII General Partner LLC · CIK 0001805917 · Director · 10% owner

Flagship Pioneering Fund VII, L.P. · CIK 0001805916 · Director · 10% owner

Flagship Pioneering Special Opportunities Fund II General Partner LLC · CIK 0001826217 · Director · 10% owner

Flagship Pioneering Special Opportunities Fund II, L.P. · CIK 0001761283 · Director · 10% owner

Flagship Ventures Fund V General Partner LLC · CIK 0001724575 · Director · 10% owner

Flagship Ventures Fund V, L.P. · CIK 0001627639 · Director · 10% owner

Flagship Ventures Opportunities Fund I General Partner LLC · CIK 0001725004 · Director · 10% owner

Flagship Ventures Opportunities Fund I, L.P. · CIK 0001677345 · Director · 10% owner

AFEYAN NOUBAR · CIK 0001222012 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Flagship Pioneering Fund VII, L.P.

Disclosed balance after: 1,117,734

Underlying: Common Stock · 1,117,734 shares

Expires 2027-06-30

F3 · derivative.exercise_price: The Series Warrants are exercisable at an initial price of $13.42 per Series 1 Warrant and $20.13 per Series 2 Warrant. Subject to certain exclusions, if prior to June 30, 2027, the Company issues capital stock or securities convertible into or exercisable for capital stock in one or more related transactions primarily for capital raising at a weighted-average common stock equivalent price (the "Weighted-Average Price") below $13.42 per share, the exercise price of a Series Warrant shall reset upon exercise to the midpoint between the initial price and the lowest such Weighted-Average Price, but not below $6.71 per share. The exercise price may be adjusted only once pursuant to this mechanism.

F1 · price: On January 13, 2026, pursuant to a registered direct offering by the Issuer, Flagship Pioneering Fund VII, L.P. ("Flagship Fund VII") acquired warrants to purchase an aggregate of 4,470,936 shares of Common Stock, consisting of (i) Pre-Funded Warrants to purchase 2,235,468 shares of Common Stock, (ii) Series 1 Warrants to purchase 1,117,734 shares of Common Stock and (iii) Series 2 Warrants to purchase 1,117,734 shares of Common Stock (together with the Series 1 Warrants, the "Series Warrants"). The securities were acquired for a purchase price of $6.7099 per Pre-Funded Warrant and accompanying Series Warrants.

F2 · ownership.nature: Securities held by Flagship Fund VII. Flagship Pioneering Fund VII General Partner LLC ("Flagship Fund VII GP") is the general partner of Flagship Fund VII. Flagship Pioneering, LLC (f/k/a Flagship Pioneering, Inc., "Flagship Pioneering") is the manager of Flagship Fund VII GP. Noubar B. Afeyan, Ph.D. is the ultimate control person of Flagship Pioneering. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.

Read SEC document
January 13, 2026 Filed Jan 15, 2026 17:00 UTC
Flagship Pioneering, LLCDirector · 10% owner
Flagship Ventures Fund V, L.P.Director · 10% owner
Afeyan NoubarDirector · 10% owner
GrantPre-Funded Warrants to purchase Common Stock · Derivative 2,235,468 $6.71 Strike: $0.00 $14,999,766.73
Disclosure

SEC source: 0001193125-26-014218 · ownership.xml · derivative · entry 1

Flagship Pioneering, LLC · CIK 0001400240 · Director · 10% owner

Flagship Pioneering Fund VII General Partner LLC · CIK 0001805917 · Director · 10% owner

Flagship Pioneering Fund VII, L.P. · CIK 0001805916 · Director · 10% owner

Flagship Pioneering Special Opportunities Fund II General Partner LLC · CIK 0001826217 · Director · 10% owner

Flagship Pioneering Special Opportunities Fund II, L.P. · CIK 0001761283 · Director · 10% owner

Flagship Ventures Fund V General Partner LLC · CIK 0001724575 · Director · 10% owner

Flagship Ventures Fund V, L.P. · CIK 0001627639 · Director · 10% owner

Flagship Ventures Opportunities Fund I General Partner LLC · CIK 0001725004 · Director · 10% owner

Flagship Ventures Opportunities Fund I, L.P. · CIK 0001677345 · Director · 10% owner

AFEYAN NOUBAR · CIK 0001222012 · Director · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · By Flagship Pioneering Fund VII, L.P.

Disclosed balance after: 2,235,468

Underlying: Common Stock · 2,235,468 shares

Expires 2046-01-13

F1 · price: On January 13, 2026, pursuant to a registered direct offering by the Issuer, Flagship Pioneering Fund VII, L.P. ("Flagship Fund VII") acquired warrants to purchase an aggregate of 4,470,936 shares of Common Stock, consisting of (i) Pre-Funded Warrants to purchase 2,235,468 shares of Common Stock, (ii) Series 1 Warrants to purchase 1,117,734 shares of Common Stock and (iii) Series 2 Warrants to purchase 1,117,734 shares of Common Stock (together with the Series 1 Warrants, the "Series Warrants"). The securities were acquired for a purchase price of $6.7099 per Pre-Funded Warrant and accompanying Series Warrants.

F2 · ownership.nature: Securities held by Flagship Fund VII. Flagship Pioneering Fund VII General Partner LLC ("Flagship Fund VII GP") is the general partner of Flagship Fund VII. Flagship Pioneering, LLC (f/k/a Flagship Pioneering, Inc., "Flagship Pioneering") is the manager of Flagship Fund VII GP. Noubar B. Afeyan, Ph.D. is the ultimate control person of Flagship Pioneering. Each of the Reporting Persons disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein, if any.

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:29 UTC GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004908 · primarydocument.xml · derivative · entry 1

PARSHALL B LYNNE · CIK 0001073385 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:27 UTC
GILL SIMBADirector
GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004902 · primarydocument.xml · derivative · entry 1

GILL SIMBA · CIK 0001180763 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:25 UTC GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004893 · primarydocument.xml · derivative · entry 1

Cole Douglas G. · CIK 0001486373 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:28 UTC GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004906 · primarydocument.xml · derivative · entry 1

Lynch Thomas J. Jr. · CIK 0001474056 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:29 UTC
SMITH IAN FDirector
GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004909 · primarydocument.xml · derivative · entry 1

SMITH IAN F · CIK 0001197032 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:26 UTC
Biller ScottDirector
GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004899 · primarydocument.xml · derivative · entry 1

Biller Scott · CIK 0001581956 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

Read SEC document
June 17, 2025 Filed Jun 17, 2025 20:28 UTC GrantStock Option (right to buy) · Derivative 25,000 $4.79 Strike: $4.79 $119,750.00
Disclosure

SEC source: 0001562180-25-004907 · primarydocument.xml · derivative · entry 1

Mendelsohn Michael · CIK 0001591109 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Common Stock · 25,000 shares

Expires 2035-06-16

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May 01, 2025 Filed May 2, 2025 20:04 UTC GrantStock Options (Right to buy) · Derivative 50,000 $4.16 Strike: $4.16 $208,000.00
Disclosure

SEC source: 0001562180-25-003475 · primarydocument.xml · derivative · entry 1

Gallagher Neil · CIK 0001972849 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Common Stock · 50,000 shares

Expires 2035-04-30

F1 · derivative.exercise_date: The options will vest as to one-third of the underlying shares of common stock on each of the first three anniversaries of the date of grant, subject to the recipient's continuing service on the board of directors.

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May 01, 2025 Filed May 2, 2025 20:03 UTC
Duty StuartDirector
GrantStock Options (Right to buy) · Derivative 50,000 $4.16 Strike: $4.16 $208,000.00
Disclosure

SEC source: 0001562180-25-003474 · primarydocument.xml · derivative · entry 1

Duty Stuart · CIK 0001970274 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Common Stock · 50,000 shares

Expires 2035-04-30

F1 · derivative.exercise_date: The options will vest as to one-third of the underlying shares of common stock on each of the first three anniversaries of the date of grant, subject to the recipient's continuing service on the board of directors.

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April 25, 2025 Filed Apr 28, 2025 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 300,000 $0.00 $0.00
Disclosure

SEC source: 0001562180-25-003257 · primarydocument.xml · nonDerivative · entry 2

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 511,704

F1 · kind: On April 25, 2025, the Adrian H. Gottschalk Living Trust dated September 8, 2009 (the "Gottschalk Living Trust"), of which the Reporting Person is the trustee, distributed 300,000 shares of the Issuer's Common Stock to the Adrian H. Gottschalk 2025 Grantor Retained Annuity Trust dated April 25, 2025 (the "Gottschalk 2025 GRAT"), of which the Reporting Person is the trustee and sole current beneficiary.

F2 · ownership.nature: Consists of 47,497 shares held by the Adrian H. Gottschalk 2023 Grantor Retained Annuity Trust dated May 26, 2023, 300,000 shares held by the Gottschalk 2025 GRAT, and 164,207 shares held by the Gottschalk Living Trust.

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April 25, 2025 Filed Apr 28, 2025 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 300,000 $0.00 $0.00
Disclosure

SEC source: 0001562180-25-003257 · primarydocument.xml · nonDerivative · entry 1

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 511,704

F1 · kind: On April 25, 2025, the Adrian H. Gottschalk Living Trust dated September 8, 2009 (the "Gottschalk Living Trust"), of which the Reporting Person is the trustee, distributed 300,000 shares of the Issuer's Common Stock to the Adrian H. Gottschalk 2025 Grantor Retained Annuity Trust dated April 25, 2025 (the "Gottschalk 2025 GRAT"), of which the Reporting Person is the trustee and sole current beneficiary.

F2 · ownership.nature: Consists of 47,497 shares held by the Adrian H. Gottschalk 2023 Grantor Retained Annuity Trust dated May 26, 2023, 300,000 shares held by the Gottschalk 2025 GRAT, and 164,207 shares held by the Gottschalk Living Trust.

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April 09, 2025 Filed Apr 10, 2025 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 197,906 $0.00 $0.00
Disclosure

SEC source: 0001562180-25-003092 · primarydocument.xml · nonDerivative · entry 2

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 511,704

F1 · kind: On April 9, 2025, the Adrian H. Gottschalk 2023 Grantor Retained Annuity Trust dated May 26, 2023, of which the Reporting Person is the trustee and sole current beneficiary (the "Gottschalk 2023 GRAT"), distributed 197,906 shares of the Issuer's Common Stock to the Adrian H. Gottschalk Living Trust dated September 8, 2009, of which the Reporting Person is the trustee (the "Gottschalk Living Trust").

F2 · ownership.nature: Consists of 47,497 shares held by the Gottschalk 2023 GRAT and 464,207 shares held by the Gottschalk Living Trust.

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April 09, 2025 Filed Apr 10, 2025 20:01 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GiftCommon Stock 197,906 $0.00 $0.00
Disclosure

SEC source: 0001562180-25-003092 · primarydocument.xml · nonDerivative · entry 1

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnote

Disclosed balance after: 511,704

F1 · kind: On April 9, 2025, the Adrian H. Gottschalk 2023 Grantor Retained Annuity Trust dated May 26, 2023, of which the Reporting Person is the trustee and sole current beneficiary (the "Gottschalk 2023 GRAT"), distributed 197,906 shares of the Issuer's Common Stock to the Adrian H. Gottschalk Living Trust dated September 8, 2009, of which the Reporting Person is the trustee (the "Gottschalk Living Trust").

F2 · ownership.nature: Consists of 47,497 shares held by the Gottschalk 2023 GRAT and 464,207 shares held by the Gottschalk Living Trust.

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January 22, 2025 Filed Jan 24, 2025 16:11 UTC
Rivkin AnnaChief Business Officer
GrantStock Option (right to buy) · Derivative 50,000 $4.37 Strike: $4.37 $218,500.00
Disclosure

SEC source: 0001562180-25-000502 · primarydocument.xml · derivative · entry 1

Rivkin Anna · CIK 0002035647 · Chief Business Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 50,000

Underlying: Common Stock · 50,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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January 22, 2025 Filed Jan 24, 2025 16:15 UTC
Humer KristianChief Financial Officer
GrantStock Option (right to buy) · Derivative 120,000 $4.37 Strike: $4.37 $524,400.00
Disclosure

SEC source: 0001562180-25-000505 · primarydocument.xml · derivative · entry 1

Humer Kristian · CIK 0001872280 · Chief Financial Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 120,000

Underlying: Common Stock · 120,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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January 22, 2025 Filed Jan 24, 2025 16:16 UTC
Cardama Alfonso QuintasChief Medical Officer
GrantStock Option (right to buy) · Derivative 125,000 $4.37 Strike: $4.37 $546,250.00
Disclosure

SEC source: 0001562180-25-000506 · primarydocument.xml · derivative · entry 1

Cardama Alfonso Quintas · CIK 0001760104 · Chief Medical Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 125,000

Underlying: Common Stock · 125,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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January 22, 2025 Filed Jan 24, 2025 21:13 UTC
Costa CarlosChief People Officer
GrantStock Option (right to buy) · Derivative 115,000 $4.37 Strike: $4.37 $502,550.00
Disclosure

SEC source: 0001562180-25-000504 · primarydocument.xml · derivative · entry 1

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 115,000

Underlying: Common Stock · 115,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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January 22, 2025 Filed Jan 24, 2025 21:10 UTC
GOTTSCHALK ADRIANDirector · Chief Executive Officer
GrantStock Option (right to buy) · Derivative 400,000 $4.37 Strike: $4.37 $1,748,000.00
Disclosure

SEC source: 0001562180-25-000501 · primarydocument.xml · derivative · entry 1

GOTTSCHALK ADRIAN · CIK 0001828724 · Director · Chief Executive Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 400,000

Underlying: Common Stock · 400,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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January 22, 2025 Filed Jan 24, 2025 21:09 UTC
Bellon Steven F.Chief Scientific Officer
GrantStock Option (right to buy) · Derivative 140,000 $4.37 Strike: $4.37 $611,800.00
Disclosure

SEC source: 0001562180-25-000500 · primarydocument.xml · derivative · entry 1

Bellon Steven F. · CIK 0001831749 · Chief Scientific Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 140,000

Underlying: Common Stock · 140,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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January 22, 2025 Filed Jan 24, 2025 21:06 UTC
LaCascia MichaelChief Legal Officer
GrantStock Option (right to buy) · Derivative 126,000 $4.37 Strike: $4.37 $550,620.00
Disclosure

SEC source: 0001562180-25-000499 · primarydocument.xml · derivative · entry 1

LaCascia Michael · CIK 0001831755 · Chief Legal Officer

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 126,000

Underlying: Common Stock · 126,000 shares

Expires 2035-01-21

F1 · derivative.exercise_date: The option vests as to 25% of the underlying shares of common stock on January 22, 2026, and thereafter at a rate of 6.25% of the underlying shares on the first day of each calendar quarter.

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September 23, 2024 Filed Sep 24, 2024 20:01 UTC
Costa CarlosChief People Officer
Exercise / conversionStock Option (right to buy) · Derivative 857 $0.00 Strike: $3.72 $0.00
Disclosure

SEC source: 0001562180-24-006927 · primarydocument.xml · derivative · entry 6

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 39,789

Underlying: Common Stock · 857 shares

Expires 2029-02-12

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

F3 · derivative.exercise_date: The option vested as to 25% of the underlying shares of common stock on August 29, 2019, and at a rate of 6.25% of the underlying shares thereafter on the first day of each calendar quarter following such first anniversary until the option was fully vested.

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September 23, 2024 Filed Sep 24, 2024 20:01 UTC
Costa CarlosChief People Officer
SaleCommon Stock 857 $10.17 $8,715.69
Disclosure

SEC source: 0001562180-24-006927 · primarydocument.xml · nonDerivative · entry 4

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 0

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

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September 23, 2024 Filed Sep 24, 2024 20:01 UTC
Costa CarlosChief People Officer
Exercise / conversionCommon Stock 857 $3.72 $3,188.04
Disclosure

SEC source: 0001562180-24-006927 · primarydocument.xml · nonDerivative · entry 3

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 857

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

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September 20, 2024 Filed Sep 24, 2024 20:01 UTC
Costa CarlosChief People Officer
Exercise / conversionStock Option (right to buy) · Derivative 35,756 $0.00 Strike: $3.72 $0.00
Disclosure

SEC source: 0001562180-24-006927 · primarydocument.xml · derivative · entry 5

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 40,646

Underlying: Common Stock · 35,756 shares

Expires 2029-02-12

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

F3 · derivative.exercise_date: The option vested as to 25% of the underlying shares of common stock on August 29, 2019, and at a rate of 6.25% of the underlying shares thereafter on the first day of each calendar quarter following such first anniversary until the option was fully vested.

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September 20, 2024 Filed Sep 24, 2024 20:01 UTC
Costa CarlosChief People Officer
SaleCommon Stock 35,756 $10.04 $358,990.24
Disclosure

SEC source: 0001562180-24-006927 · primarydocument.xml · nonDerivative · entry 2

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 0

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

F2 · price: The price reported is a weighted average price. These shares were sold in multiple transactions ranging from $10.00 to $10.22 per share.

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September 20, 2024 Filed Sep 24, 2024 20:01 UTC
Costa CarlosChief People Officer
Exercise / conversionCommon Stock 35,756 $3.72 $133,012.32
Disclosure

SEC source: 0001562180-24-006927 · primarydocument.xml · nonDerivative · entry 1

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 35,756

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

Read SEC document
September 18, 2024 Filed Sep 20, 2024 20:00 UTC
Costa CarlosChief People Officer
Exercise / conversionStock Option (right to buy) · Derivative 11,574 $0.00 Strike: $3.72 $0.00
Disclosure

SEC source: 0001562180-24-006885 · primarydocument.xml · derivative · entry 3

Costa Carlos · CIK 0001939167 · Chief People Officer

10b5-1 filing: Plan reported

Ownership: Direct

Disclosed balance after: 76,402

Underlying: Common Stock · 11,574 shares

Expires 2029-02-12

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on March 11, 2024.

F3 · derivative.exercise_date: The option vested as to 25% of the underlying shares of common stock on August 29, 2019, and at a rate of 6.25% of the underlying shares thereafter on the first day of each calendar quarter following such first anniversary until the option was fully vested.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.