Andrew Ashe - Apr 1, 2025 Form 4 Insider Report for Verve Therapeutics, Inc. (VERV)

Role: President, Chief Operating Officer and General Counsel
Signature: /s/ Andrew Ashe
Stock symbol: VERV
Transactions as of: Apr 1, 2025
Transactions value $: -$11,126
Form type: 4
Date filed: 4/3/2025, 05:00 PM
Previous filing: Jan 10, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	VERV	Common Stock	Options Exercise		+9K	+2.63%		352K	Apr 1, 2025	Direct	F1
transaction	VERV	Common Stock	Sale	-$11.1K	-2.68K	-0.76%	$4.15	349K	Apr 2, 2025	Direct	F2

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	VERV	Restricted Stock Units	Options Exercise	$0	-9K	-25%	$0.00	27K	Apr 1, 2025	Common Stock	9K		Direct	F1, F3

* 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	Restricted stock units ("RSUs") convert into common stock on a one-for-one basis. This transaction represents the settlement of RSUs in shares of common stock on their scheduled vesting date.
F2	This transaction was effected pursuant to a durable automatic sale instruction plan adopted by the reporting person on March 30, 2023, and represents a broker-assisted sale of shares to satisfy the payment of withholding tax liability incurred upon the vesting of restricted stock units. The sale does not represent a discretionary trade by the reporting person.
F3	On February 14, 2024, the reporting person was granted 36,000 RSUs pursuant to the Verve Therapeutics, Inc. 2021 Stock Incentive Plan. Each RSU represents a contingent right to receive one share of the Company's common stock upon vesting, with 25% of the RSU vesting on April 1, 2025 and the remainder vesting in equal annual installments until April 1, 2028.

Remarks:

President, Chief Operating Officer and General Counsel