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

Role
Chief Administrative Officer
Signature
/s/ Andrew Ashe, as Attorney-in-Fact for Joan Nickerson
Stock symbol
VERV
Transactions as of
Apr 1, 2025
Transactions value $
-$11,525
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 +9.32K +85.6% 20.2K Apr 1, 2025 Direct F1, F2
transaction VERV Common Stock Sale -$11.5K -2.78K -13.75% $4.15 17.4K Apr 2, 2025 Direct F3

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 Unuits Options Exercise $0 -3.32K -33.33% $0.00 6.63K Apr 1, 2025 Common Stock 3.32K Direct F1, F4
transaction VERV Restricted Stock Units Options Exercise $0 -6K -25% $0.00 18K Apr 1, 2025 Common Stock 6K Direct F1, F5
* 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 Includes 2,223 shares of the Company's common stock acquired in 2024 under the Verve Therapeutics, Inc. Amended and Restated 2021 Employee Stock Purchase Plan.
F3 This transaction was effected pursuant to a durable automatic sale instruction plan adopted by the reporting person on March 17, 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.
F4 On February 14, 2023, the reporting person was granted 13,260 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, 2024 and the remainder vesting in equal annual installments until April 1, 2027.
F5 On February 14, 2024, the reporting person was granted 24,000 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.