Orchestra BioMed Holdings Inc

Amended and Restated Bylaws

On August 7, 2024, the Board approved an amendment and restatement of the Company’s bylaws (the “A&R Bylaws”), effective immediately, to (i) reduce the quorum requirement for all meetings of stockholders of the Company from a majority of the voting power of the outstanding shares of stock of the Company entitled to vote at the meeting to one-third of the voting power of the outstanding shares of stock of the Company entitled to vote at the meeting and (ii) eliminate the requirement that the Company make a stockholder list available during a meeting of stockholders, consistent with recent amendment to the Delaware General Corporation Law.

The foregoing description of the A&R Bylaws is qualified in its entirety by reference to the full text of the A&R Bylaws, a copy of which is filed as Exhibit 3.2 to this Quarterly Report on Form 10-Q and is incorporated herein by reference.

Rule 10b5-1 Trading Arrangements

During the three months ended June 30, 2024, no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) informed us of theadoption ortermination of a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408(c) of Regulation S-K.