Solid Biosciences Inc
For the period ended Sep 30, 2024. Filed Nov 6, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 6, 2024
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Other Information
Item 5. Other Information.
From time to time, our directors and officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended, or the Exchange Act) engage in open-market transactions with respect to Company securities, including to satisfy tax withholding obligations when equity awards vest or are exercised, and for diversification or other personal reasons.
Transactions in Company securities by directors and officers are required to be made in accordance with our insider trading policy, which requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables directors and officers to prearrange transactions in the Company’s securities in a manner that avoids concerns about initiating transactions while in possession of material nonpublic information.
The following table describes, for the third quarter of 2024, each trading arrangement for the sale or purchase of Company securities adopted orterminated byour directors and officers that is either (1) a contract, instruction or written plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) (a “Rule 10b5-1 trading arrangement”) or (2) a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408(c) of Regulation S-K):
| Name (Title) | Action Taken (Date of Action) | Type of Trading Arrangement | Nature of Trading Arrangement | Duration of Trading Arrangement | Aggregate Number of Securities |
|---|---|---|---|---|---|
| Gabriel Brooks, M.D. (Chief Medical Officer) | Adoption (August 15, 2024) | Durable Rule 10b5-1 trading arrangement for sell-to-cover transactions relating to all equity awards that have or may be granted | Sale | Until final settlement of any covered Restricted Stock Unit (“RSU”) | Indeterminable(1) |
| Alexander Cumbo (President, Chief Executive Officer and Director) | Adoption(August 18, 2024) | Durable Rule 10b5-1 trading arrangement for sell-to-cover transactions relating to all equity awards that have or may be granted | Sale | Until final settlement of any covered RSU | Indeterminable(1) |
| Jessie Hanrahan Ph. D. (Chief Regulatory Officer) | Adoption(August 16, 2024) | Durable Rule 10b5-1 trading arrangement for sell-to-cover transactions relating to all equity awards that have or may be granted | Sale | Until final settlement of any covered RSU | Indeterminable(1) |
| Paul Herzich (Chief Technology Officer) | Adoption(August 16, 2024) | Durable Rule 10b5-1 trading arrangement for sell-to-cover transactions relating to all equity awards that have or may be granted | Sale | Until final settlement of any covered RSU | Indeterminable(1) |
| Kevin Tan (Chief Financial Officer and Treasurer) | Adoption(August 15, 2024) | Durable Rule 10b5-1 trading arrangement for sell-to-cover transactions relating to all equity awards that have or may be granted | Sale | Until final settlement of any covered RSU | Indeterminable(1) |
(1) The number of shares subject to covered RSUs that will be sold to satisfy applicable tax withholding obligations upon vesting is unknown as the number will vary based on the extent to which vesting conditions are satisfied, the market price of the Company’s common stock at the time of settlement and the potential future grant of additional RSUs subject to this arrangement. This trading arrangement, which applies to RSUs whether vesting is based on the passage of time and/or the achievement of performance goals, provides for the automatic sale of shares that would otherwise be issuable on each settlement date of a covered RSU in an amount sufficient to satisfy the applicable withholding obligation, with the proceeds of the sale delivered to the Company in satisfaction of the applicable withholding obligation.
Item 6. Ex
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