Richard Scalzo - Mar 8, 2024 Form 4 Insider Report for Dyne Therapeutics, Inc. (DYN)

Role
SVP, Head of Finance & Admin.
Signature
/s/ Richard Scalzo
Stock symbol
DYN
Transactions as of
Mar 8, 2024
Transactions value $
-$1,851,171
Form type
4
Date filed
3/12/2024, 09:57 PM
Previous filing
Mar 11, 2024
Next filing
May 17, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DYN Common Stock Options Exercise $382K +68.9K +56.51% $5.54 191K Mar 8, 2024 Direct
transaction DYN Common Stock Options Exercise $96K +17.3K +9.08% $5.54 208K Mar 8, 2024 Direct
transaction DYN Common Stock Sale -$778K -30.8K -14.77% $25.31 177K Mar 8, 2024 Direct F1
transaction DYN Common Stock Sale -$1.48M -55.2K -31.11% $26.72 122K Mar 8, 2024 Direct F2
transaction DYN Common Stock Sale -$7.9K -289 -0.24% $27.33 122K Mar 8, 2024 Direct F3
transaction DYN Common Stock Sale -$27.8K -1.08K -0.89% $25.70 121K Mar 11, 2024 Direct F4, F5
transaction DYN Common Stock Sale -$39.7K -1.59K -1.32% $24.99 119K Mar 11, 2024 Direct F6, F7, F8

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DYN Stock option (right to buy) Options Exercise $0 -68.9K -87.49% $0.00 9.86K Mar 8, 2024 Common Stock 68.9K $5.54 Direct F9
transaction DYN Stock option (right to buy) Options Exercise $0 -17.3K -100% $0.00* 0 Mar 8, 2024 Common Stock 17.3K $5.54 Direct F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $25.20 to $26.19, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
F2 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $26.20 to $27.15, inclusive.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $27.27 to $27.39, inclusive.
F4 Represents shares automatically sold by the Reporting Person to satisfy tax withholding obligations in connection with the vesting of restricted stock units granted to the Reporting Person on December 10, 2021 and December 9, 2022. The automatic sale of the Reporting Person's shares is provided for in a restricted stock unit agreement constituting a "binding contract" consistent with the affirmative defense to liability under Rule 10b5-1 and the sale does not represent a discretionary trade by the Reporting Person.
F5 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $25.50 to $26.09, inclusive.
F6 The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on July 11, 2023.
F7 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices within the range of $24.83 to $25.23, inclusive.
F8 Includes 115,624 unvested RSUs.
F9 The option was granted on July 31, 2020. The shares underlying the option vest over four years in equal quarterly installments through July 31, 2024 provided that no shares shall vest prior to December 2, 2020.
F10 The option was granted on July 31, 2020, with 100% of the option to vest upon the clearance date of an IND application submitted to the FDA by the Company with respect to one of its product candidates. On July 5, 2022, in connection with the clearance by the FDA of the Company's IND application for DYNE-251, the Compensation Committee determined that the performance condition had been achieved.