Avidity Biosciences, Inc. — Director's Dealing 2024

Jun 21, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Avidity Biosciences, Inc. (RNA)
CIK: 0001599901
Period of Report: 2024-06-17

Reporting Person: Boyce Sarah (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-06-17	Common Stock	A	62500	—	Acquired	174617	Direct
2024-06-18	Common Stock	S	32074	$39.1295	Disposed	142543	Direct
2024-06-17	Common Stock	A	62500	—	Acquired	205043	Direct

Footnotes

F1: Represents performance-based restricted stock units (PSUs). Each PSU represents a contingent right to receive one share of the Issuer's common stock. The PSUs were originally granted to the Reporting Person on September 11, 2023, and are eligible to vest upon the achievement of two company performance objectives. The PSUs reflected in this row represent the portion of the award that vested as a result of the achievement of the first performance objective (the Issuer's initiation of the Phase 3 HARBOR trial for del-desiran) (the Performance Condition).

F2: Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of those PSUs that vested on June 17, 2024 as a result of achievement of the Performance Condition. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary trade by the Reporting Person. The Reporting Person has executed an instruction letter for the automatic sale of such "sell-to-cover" shares, intended to satisfy the affirmative defense conditions of Rule 10b5-1.

F3: This represents a weighted-average price. These shares were sold in multiple transactions at prices ranging from $39.05 to $39.13. The Reporting Person undertakes to provide the Issuer, any securityholder of the Issuer, or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F4: As a result of the achievement of the Performance Condition, on June 17, 2024, an additional 62,500 PSUs were earned by the Reporting Person on such date. On such date, such PSUs converted to time based restricted stock units that will vest on December 17, 2024, subject to the Reporting Person's continued employment or service through such date.