=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-05-21
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: Moderna, Inc. (MRNA)
CIK: 0001682852
--- Reporting Owner ---
Name: AFEYAN NOUBAR
CIK: 0001222012
Role: Director
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-05-21 | Code: M (Exercise of derivative)
Shares: +9,263 | Price: $19.15
Total Value: $177,386.45
Shares Owned After: 13,187 | Ownership: I (Indirect) | Nature: By Flagship Pioneering, LLC
Footnotes:
[F1] On May 21, 2026, Flagship Pioneering, LLC ("Flagship Pioneering") exercised options to purchase 9,263 shares of the Issuer's Common Stock at $19.15 per share, which options were set to expire on August 10, 2026.
[F2] The securities are held directly by Flagship Pioneering. Flagship Pioneering is contractually obligated to transfer and/or remit the proceeds of any sale of shares to Flagship Fund IV, L.P. ("Flagship Fund IV"). The reporting person is the ultimate control person of Flagship Pioneering and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
[Transaction #2]
Security: Common Stock
Date: 2026-05-21 | Code: S (Open market sale)
Shares: -9,263 | Price: $46.84
Total Value: $433,878.92
Shares Owned After: 3,924 | Ownership: I (Indirect) | Nature: By Flagship Pioneering, LLC
Footnotes:
[F2] The securities are held directly by Flagship Pioneering. Flagship Pioneering is contractually obligated to transfer and/or remit the proceeds of any sale of shares to Flagship Fund IV, L.P. ("Flagship Fund IV"). The reporting person is the ultimate control person of Flagship Pioneering and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Option (Right to Buy)
Date: 2026-05-21 | Code: M (Exercise of derivative)
Shares: -9,263 | Price: $0.00
Exercisable: N/A | Expires: 2026-08-10
Shares Owned After: 0 | Ownership: I (Indirect) | Nature: By Flagship Pioneering, LLC
Footnotes:
[F1] On May 21, 2026, Flagship Pioneering, LLC ("Flagship Pioneering") exercised options to purchase 9,263 shares of the Issuer's Common Stock at $19.15 per share, which options were set to expire on August 10, 2026.
[F5] The options were fully vested and exercisable.
[F2] The securities are held directly by Flagship Pioneering. Flagship Pioneering is contractually obligated to transfer and/or remit the proceeds of any sale of shares to Flagship Fund IV, L.P. ("Flagship Fund IV"). The reporting person is the ultimate control person of Flagship Pioneering and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
--- Holdings ---
[Holding #1]
Security: Common Stock
Ownership: I (Indirect)
Footnotes:
[F3] The securities are held directly by Flagship Fund IV. Flagship Ventures Fund IV General Partner LLC ("Flagship Fund IV GP") is the general partner of Flagship Fund IV. The reporting person is the sole manager of Flagship Fund IV GP and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
[Holding #2]
Security: Common Stock
Ownership: I (Indirect)
Footnotes:
[F4] The securities are held directly by Flagship Ventures Fund IV-Rx, L.P. ("Flagship Fund IV-Rx"). Flagship Fund IV GP is the general partner of Flagship Fund IV-Rx. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
[Holding #3]
Security: Common Stock
Ownership: D (Direct)
--- Footnotes (Complete Index) ---
F1: On May 21, 2026, Flagship Pioneering, LLC ("Flagship Pioneering") exercised options to purchase 9,263 shares of the Issuer's Common Stock at $19.15 per share, which options were set to expire on August 10, 2026.
F2: The securities are held directly by Flagship Pioneering. Flagship Pioneering is contractually obligated to transfer and/or remit the proceeds of any sale of shares to Flagship Fund IV, L.P. ("Flagship Fund IV"). The reporting person is the ultimate control person of Flagship Pioneering and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F3: The securities are held directly by Flagship Fund IV. Flagship Ventures Fund IV General Partner LLC ("Flagship Fund IV GP") is the general partner of Flagship Fund IV. The reporting person is the sole manager of Flagship Fund IV GP and disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F4: The securities are held directly by Flagship Ventures Fund IV-Rx, L.P. ("Flagship Fund IV-Rx"). Flagship Fund IV GP is the general partner of Flagship Fund IV-Rx. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
F5: The options were fully vested and exercisable.
--- Signature ---
/s/ Noubar B. Afeyan, Ph.D. By: /s/ Noubar B. Afeyan, Ph.D. (2026-05-22)
