Assembly Biosciences (ASMB) officer awarded RSUs and sells shares to cover taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Assembly Biosciences Chief Manufacturing Officer Nicole S. White received a grant of 26,000 restricted stock units (RSUs) and completed a small mandated share sale to cover taxes. The RSUs vest in four equal installments on March 29 of each year from 2027 through 2030, subject to continuous service. Footnotes state that 35% of the RSUs are contingent on stockholder approval of an amendment to increase shares authorized under the company’s 2018 Stock Incentive Plan. To satisfy tax withholding from RSU vesting, White sold a total of 197 common shares in open-market “sell-to-cover” transactions, described as required by a Compensation Committee administrative rule rather than discretionary trading. Following these transactions, she directly holds 37,477 common shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 197 shares ($5,258)
Net Sell
3 txns
Insider
White Nicole S
Role
Chief Manufacturing Officer
Sold
197 shs ($5K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 188 | $26.6502 | $5K |
| Sale | Common Stock | 9 | $27.49 | $247.41 |
| Grant/Award | Common Stock | 26,000 | $0.00 | -- |
Holdings After Transaction:
Common Stock — 37,486 shares (Direct)
Footnotes (1)
- Grant of restricted stock units ("RSUs"). The RSUs vest in four equal installments, assuming continuous service on each vesting date, as follows: March 29, 2027; March 29, 2028; March 29, 2029; and March 29, 2030. RSUs represent 65% of the reporting person's annual equity grant. The remaining 35% of the RSUs granted are contingent upon stockholder approval of an amendment to the Issuer's Amended and Restated 2018 Stock Incentive Plan (the "Plan") that increases the number of shares of common stock authorized for issuance under the Plan. The sale reported on this Form 4 represents shares sold by the reporting person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units. The sale is mandated by an administrative rule adopted by the Compensation Committee of the Issuer's Board of Directors that requires the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary transaction by the reporting person. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.35 to $27.26, inclusive. The reporting person undertakes to provide the Issuer, any security holder 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.39 to $27.84, inclusive. The reporting person undertakes to provide the Issuer, any security holder 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.
Key Figures
RSU grant size: 26,000 RSUs
RSU vesting schedule: 4 equal installments
Contingent RSU portion: 35% of RSUs
+4 more
7 metrics
RSU grant size
26,000 RSUs
Grant of restricted stock units on March 29, 2026
RSU vesting schedule
4 equal installments
Vests on March 29 of 2027, 2028, 2029, 2030
Contingent RSU portion
35% of RSUs
Contingent on stockholder approval of Plan amendment
Tax sell-to-cover shares
197 shares
Shares sold to cover tax withholding from RSU vesting
First sale weighted price
$26.6502 per share
188 shares sold; trades ranged $26.35–$27.26
Second sale weighted price
$27.49 per share
9 shares sold; trades ranged $27.39–$27.84
Post-transaction holdings
37,477 shares
Direct common stock ownership after reported transactions
Key Terms
restricted stock units ("RSUs"), sell-to-cover, tax withholding obligations, weighted average price, +1 more
5 terms
restricted stock units ("RSUs") financial
"Grant of restricted stock units ("RSUs"). The RSUs vest in four equal installments"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
sell-to-cover financial
"requires the satisfaction of tax withholding obligations to be funded by a "sell-to-cover" transaction"
Sell-to-cover is when part of newly issued or exercised company stock is immediately sold to pay required taxes and fees, so the recipient keeps the remaining shares. For investors this matters because it reduces the number of shares insiders or employees actually hold after a grant, can create small, routine share sales that aren’t signal of cashing out, and slightly increases share supply on the market—like selling a portion of a paycheck to cover the tax bill.
tax withholding obligations financial
"shares sold by the reporting person to cover tax withholding obligations in connection with the vesting"
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
stockholder approval financial
"RSUs granted are contingent upon stockholder approval of an amendment to the Issuer's Amended and Restated 2018 Stock Incentive Plan"
Stockholder approval is formal consent given by a company’s shareholders, usually through a vote at a meeting or by proxy, for major actions such as mergers, asset sales, changes to corporate structure, or amendments to governance rules. Investors pay attention because the vote can enable or block steps that materially change a company’s direction, ownership or value—like neighbors voting to allow a major renovation that would alter a building’s use and worth.
FAQ
What insider transactions did ASMB’s Nicole S. White report on this Form 4?
Nicole S. White reported receiving 26,000 restricted stock units and selling 197 common shares. The sale was a small “sell-to-cover” transaction to satisfy tax withholding obligations tied to RSU vesting, mandated by a board-level administrative rule rather than a discretionary trade.
How do Nicole S. White’s new RSUs at ASMB vest over time?
The 26,000 restricted stock units vest in four equal installments. Vesting dates are March 29, 2027, March 29, 2028, March 29, 2029, and March 29, 2030, assuming continuous service on each date, spreading the equity award over four years of employment.
Are all of Nicole S. White’s new ASMB RSUs currently approved and effective?
No. A footnote explains that 65% of the annual equity grant is represented by these RSUs, while the remaining 35% is contingent on stockholder approval of an amendment increasing shares authorized under Assembly Biosciences’ Amended and Restated 2018 Stock Incentive Plan.