Orchestra BioMed Holdings, Inc.
For the period ended Dec 31, 2025. Filed Mar 12, 2026.
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FY2025 · Filed Mar 12, 2026
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Item 9B. Other Information
Rule 10b5-1 Trading Arrangements
During the quarter ended December 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted, modified or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement" (as those terms are defined in Item 408 of Regulation S-K), except as follows:
| ● | On December 18, 2025, Darren Sherman, our President and Chief Operating Officer, adopted a Rule 10b5-1 trading arrangement for the sale of up to 180,000 shares of our common stock, subject to certain conditions. Sales under Mr. Sherman’s Rule 10b5-1 trading arrangement do not commence until June 2026, and the arrangement’s expiration date is May 28, 2027. |
| ● | On December 18, 2025, Andrew Taylor, our Chief Financial Officer, adopted a Rule 10b5-1 trading arrangement for the sale of up to 84,000 shares of our common stock, subject to certain conditions. Sales under Mr. Taylor’s Rule 10b5-1 trading arrangement do not commence until July 2026, and the arrangement’s expiration date is June 30, 2027. |
Each of Messrs. Sherman and Taylor have designated a minimum target price for the sale of their shares of common stock under their respective Rule 10b5-1 trading arrangements. If our common stock is not trading at or above the respective target prices set by Mr. Sherman or Mr. Taylor, then such officer’s shares will not be sold pursuant to such officer’s Rule 10b5-1 trading arrangement.
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