Setareh Seyedkazemi - 09 Dec 2025 Form 4 Insider Report for Adverum Biotechnologies, Inc. (ADVM)

Signature
/s/ Aneta Fergson, Attorney-in-Fact
Issuer symbol
ADVM
Transactions as of
09 Dec 2025
Transactions value $
$0
Form type
4
Filing time
10 Dec 2025, 13:44:08 UTC
Previous filing
20 Jun 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Seyedkazemi Setareh CHIEF DEVELOPMENT OFFICER C/O ADVERUM BIOTECHNOLOGIES, INC., 100 CARDINAL WAY, REDWOOD CITY /s/ Aneta Fergson, Attorney-in-Fact 10 Dec 2025 0001903088

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ADVM Common Stock Disposition pursuant to a tender of shares in a change of control transaction -54.9K -100% 0 09 Dec 2025 Direct F1, F2, F3
transaction ADVM Common Stock - Restricted Stock Units Disposition pursuant to a tender of shares in a change of control transaction -8.13K -100% 0 09 Dec 2025 Direct F1, F2, F4
transaction ADVM Common Stock - Performance Stock Units Award $0 +85K +2551.02% $0.00 88.3K 09 Dec 2025 Direct F5
transaction ADVM Common Stock - Performance Stock Units Disposition pursuant to a tender of shares in a change of control transaction -88.3K -100% 0 09 Dec 2025 Direct F1, F2, F6

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 ADVM Stock Option (Right to Buy) Disposed to Issuer -40K -100% 0 09 Dec 2025 Common Stock 40K $10.14 Direct F7
transaction ADVM Stock Option (Right to Buy) Disposed to Issuer -42.5K -100% 0 09 Dec 2025 Common Stock 42.5K $10.14 Direct F7
transaction ADVM Stock Option (Right to Buy) Disposed to Issuer -8.5K -100% 0 09 Dec 2025 Common Stock 8.5K $10.14 Direct F7
transaction ADVM Stock Option (Right to Buy) Disposed to Issuer -25K -100% 0 09 Dec 2025 Common Stock 25K $7.50 Direct F7
transaction ADVM Stock Option (Right to Buy) Disposed to Issuer -43.5K -100% 0 09 Dec 2025 Common Stock 43.5K $7.15 Direct F7
transaction ADVM Stock Option (Right to Buy) Disposed to Issuer -48.8K -100% 0 09 Dec 2025 Common Stock 48.8K $4.20 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Setareh Seyedkazemi is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 In connection with the terms of an Agreement and Plan of Merger, dated as of October 24, 2025 (the "Merger Agreement"), by and among the Issuer, Eli Lilly and Company ("Parent") and Parent's direct wholly owned subsidiary, Flying Tigers Acquisition Corporation, ("Purchaser"), Purchaser completed a tender offer for shares of the Issuer's Common Stock. In exchange for each share, tendering stockholders received: (i) $3.56 per share in cash, without interest and less any applicable tax withholding (the "Cash Consideration"); plus (ii) one non-tradable contingent value right (each, a "CVR"), which represents the contractual right to receive up to two contingent cash payments of up to an aggregate of $8.91 per CVR, net to the stockholder in cash,
F2 (continued from footnote 1) without interest and less any applicable tax withholding, upon the achievement of both specified milestones in accordance with the terms and subject to the conditions of a contingent value rights agreement (the "CVR Agreement") with Computershare Inc. and its affiliate, Computershare Trust Company, N.A, as the rights agent. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Purchaser merged with and into the Issuer (the "Merger"), effective as of December 9, 2025, with the Issuer continuing as the surviving entity and a wholly owned subsidiary of Parent (the "Effective Time").
F3 Includes 600 shares purchased on May 21, 2025, and 600 shares purchased on November 20, 2025, pursuant to the Issuer's 2014 Employee Stock Purchase Plan, as amended and restated.
F4 Pursuant to the terms of the Merger Agreement, at the Effective Time, each restricted stock unit granted under a Company Equity Plan that was subject solely to time-based vesting ("Company RSU") that was outstanding and unvested immediately prior to the Effective Time was cancelled and in exchange for such cancellation, the holder of such cancelled Company RSU received (i) an amount in cash, without interest and less any applicable tax withholdings, equal to the product of (x) the total number of Shares subject to such Company RSU immediately prior to the Effective Time, multiplied by (y) the Cash Consideration and (ii) one CVR for each share of Company Common Stock subject to such Company RSU immediately prior to the Effective Time (without regard to vesting).
F5 On September 12, 2025, the Compensation Committee of the Issuer Board approved the grant of performance stock units, effective as of the completion of two trading days following the public announcement of by the Issuer of the first to occur of either a change of control (as defined in the Issuer's 2024 Equity Incentive Award Plan) or a significant out-licensing transaction certified by the Compensation Committee. The closing of the Merger was a qualifying change of control, pursuant to which 100% of the total number of awards vested on the closing of such change of control.
F6 Pursuant to the terms of the Merger Agreement, at the Effective Time, each restricted stock unit granted under a Company Equity Plan that was subject solely to performance-based vesting ("Company PSU") that was outstanding and unvested immediately prior to the Effective Time, was cancelled and in exchange for such cancellation, the holder of such cancelled Company PSU received (i) an amount in cash, without interest and less any applicable tax withholdings, equal to the product of (x) the total number of Shares subject to such Company PSU immediately prior to the Effective Time, multiplied by (y) the Cash Consideration and (ii) one CVR for each share of Company Common Stock subject to such Company PSU immediately prior to the Effective Time (without regard to vesting).
F7 Pursuant to the terms of the Merger Agreement, each Company Stock Option that has an exercise price equal to or greater than the Cash Consideration that was outstanding immediately prior to the Effective Time (each such Company Stock Option, an "Out-of-the-Money Option"), to the extent not vested, was fully vested as of prior to the Effective Time. Any Out-of-the-Money Options that remained outstanding and unexercised as of the Effective Time was cancelled for no consideration at the Effective Time.