Moderna, Inc. (MRNA) · Insider Trading (Form 4) SEC Filing

=== SEC Form 4 — Statement of Changes in Beneficial Ownership === Document Type: 4 Period of Report: 2026-08-05 10b5-1 Pre-arranged Plan: Yes --- Issuer --- Name: Moderna, Inc. (MRNA) CIK: 0001682852 --- Reporting Owner --- Name: Bancel Stephane CIK: 0001443340 Role: Director, Officer (Chief Executive Officer) --- Non-Derivative Transactions --- [Transaction #1] Security: Common Stock Date: 2026-08-05 | Code: M (Exercise of derivative) Shares: +499,246 | Price: $19.15 Total Value: $9,560,560.90 Shares Owned After: 6,687,037 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [Transaction #2] Security: Common Stock Date: 2026-08-05 | Code: S (Open market sale) Shares: -147,473 | Price: $56.21 Total Value: $8,289,457.33 Shares Owned After: 6,539,564 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F2] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $55.58 to $56.58. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. [Transaction #3] Security: Common Stock Date: 2026-08-05 | Code: S (Open market sale) Shares: -124,838 | Price: $56.96 Total Value: $7,110,772.48 Shares Owned After: 6,414,726 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F3] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $56.59 to $57.59. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. [Transaction #4] Security: Common Stock Date: 2026-08-05 | Code: S (Open market sale) Shares: -39,891 | Price: $58.12 Total Value: $2,318,464.92 Shares Owned After: 6,374,835 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F4] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $57.60 to $58.59. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. [Transaction #5] Security: Common Stock Date: 2026-08-05 | Code: S (Open market sale) Shares: -187,044 | Price: $58.79 Total Value: $10,996,316.76 Shares Owned After: 6,187,791 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F5] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $58.61 to $59.34. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. [Transaction #6] Security: Common Stock Date: 2026-08-06 | Code: M (Exercise of derivative) Shares: +252,469 | Price: $19.15 Total Value: $4,834,781.35 Shares Owned After: 6,440,260 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. --- Derivative Transactions --- [Transaction #1] Security: Stock Option (Right to Buy) Date: 2026-08-05 | Code: M (Exercise of derivative) Shares: -370,853 | Price: $0.00 Exercisable: N/A | Expires: 2026-08-10 Shares Owned After: 187,541 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F8] This option is fully vested and exercisable. [Transaction #2] Security: Stock Option (Right to Buy) Date: 2026-08-05 | Code: M (Exercise of derivative) Shares: -128,393 | Price: $0.00 Exercisable: N/A | Expires: 2026-08-10 Shares Owned After: 64,928 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F8] This option is fully vested and exercisable. [Transaction #3] Security: Stock Option (Right to Buy) Date: 2026-08-06 | Code: M (Exercise of derivative) Shares: -187,541 | Price: $0.00 Exercisable: N/A | Expires: 2026-08-10 Shares Owned After: 0 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F8] This option is fully vested and exercisable. [Transaction #4] Security: Stock Option (Right to Buy) Date: 2026-08-06 | Code: M (Exercise of derivative) Shares: -64,928 | Price: $0.00 Exercisable: N/A | Expires: 2026-08-10 Shares Owned After: 0 | Ownership: D (Direct) Footnotes: [F1] The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. [F8] This option is fully vested and exercisable. --- Holdings --- [Holding #1] Security: Common Stock Ownership: I (Indirect) Footnotes: [F6] These shares are owned directly by Boston Biotech Ventures. The reporting person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. [Holding #2] Security: Common Stock Ownership: I (Indirect) Footnotes: [F7] These shares are owned directly by OCHA LLC ("OCHA"). The reporting person is the majority equity unit holder and the sole managing member of OCHA. The reporting person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. --- Footnotes (Complete Index) --- F1: The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on May 4, 2026. The Reporting Person exercised in full two stock option awards that were scheduled to expire on August 10, 2026. The options would have been forfeited if not exercised prior to their expiration date. In connection with the cashless exercise and hold transaction, the Reporting Person sold 499,246 shares acquired upon exercise solely to cover the exercise price, applicable withholding taxes, and related transaction costs, and retained all remaining shares of common stock acquired upon exercise. F2: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $55.58 to $56.58. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. F3: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $56.59 to $57.59. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. F4: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $57.60 to $58.59. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. F5: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $58.61 to $59.34. Full information regarding the number of shares sold at each separate price can be furnished to the SEC staff upon request. F6: These shares are owned directly by Boston Biotech Ventures. The reporting person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. F7: These shares are owned directly by OCHA LLC ("OCHA"). The reporting person is the majority equity unit holder and the sole managing member of OCHA. The reporting person disclaims Section 16 beneficial ownership of these securities, except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose. F8: This option is fully vested and exercisable. --- Signature --- /s/ /s/ James Dillon, as Attorney-in-Fact (2026-08-07)