W. Michael Flanagan - Dec 18, 2024 Form 4 Insider Report for Avidity Biosciences, Inc. (RNA)

Role: CSTO
Signature: /s/ John B. Moriarty, Jr., J.D., Attorney-in-Fact
Stock symbol: RNA
Transactions as of: Dec 18, 2024
Transactions value $: -$416,154
Form type: 4
Date filed: 12/19/2024, 06:17 PM
Previous filing: Dec 13, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	RNA	Common Stock	Sale	-$416K	-12.7K	-14.92%	$32.66	72.6K	Dec 18, 2024	Direct	F1, F2

* 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	Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of 25,000 time-based restricted stock units (RSUs) that vested on December 17, 2024. Those RSUs were initially granted as performance-based restricted stock units (PSUs), and converted to time-based RSUs as a result of a performance objective achieved by the Issuer on June 17, 2024. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary trade by the Reporting Person. The Reporting Person has executed an instruction letter for the automatic sale of such "sell-to-cover" shares, intended to satisfy the affirmative defense conditions of Rule 10b5-1.
F2	This represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $32.66 to $32.66. The Reporting Person undertakes to provide the Issuer, any securityholder 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 range set forth in this footnote.

Content

Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of 25,000 time-based restricted stock units (RSUs) that vested on December 17, 2024. Those RSUs were initially granted as performance-based restricted stock units (PSUs), and converted to time-based RSUs as a result of a performance objective achieved by the Issuer on June 17, 2024. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary trade by the Reporting Person. The Reporting Person has executed an instruction letter for the automatic sale of such "sell-to-cover" shares, intended to satisfy the affirmative defense conditions of Rule 10b5-1.

This represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $32.66 to $32.66. The Reporting Person undertakes to provide the Issuer, any securityholder 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 range set forth in this footnote.