SEC Filing • Solid Biosciences Inc.

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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SMITH IAN F

(Last)

(First)

(Middle)

C/O SOLID BIOSCIENCES INC.

500 RUTHERFORD AVENUE, THIRD FLOOR

(Street)

CHARLESTOWN

02129

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Solid Biosciences Inc. [ SLDB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/03/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Rule 10b5-1(c) Transaction Indication

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/03/2024		M		15,570	A	⁽¹⁾	99,948	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	01/03/2024		M			15,570	⁽²⁾	⁽²⁾	Common Stock	15,570	$0.00	0	D
Stock Option (Right to Buy)	$5.76	01/03/2024		A		15,112		⁽³⁾	01/03/2034	Common Stock	15,112	$0.00	15,112	D
Restricted Stock Units	⁽⁴⁾	01/03/2024		A		13,021		⁽³⁾	⁽³⁾	Common Stock	13,021	$0.00	13,021	D

Explanation of Responses:

1. Restricted stock units convert to common stock on a one-for-one basis.

2. The restricted stock units were granted on January 3, 2024 (the "Grant Date") and vest in equal quarterly installments beginning three months from the Grant Date, with the final installment vesting the date that is 12 months from the Grant Date; provided that in the event of early termination of the Second Amendment to the Executive Chair Agreement between the Issuer and the reporting person (the "Smith Agreement") prior to the expiration of the Term (as defined in the Smith Agreement) and/or a change in control of the Issuer, the restricted stock units shall accelerate in full.

3. The Smith RSUs (as defined in footnote 4) and this option (together with the Smith RSUs, the "Smith Equity Awards") were granted on the Grant Date and vest in equal quarterly installments with the first installment vesting three months from the Grant Date and the final installment vesting date being the date that is 12 months from the Grant Date; provided that in the event of the early termination of the Second Amendment to Executive Chair Agreement between the Issuer and the reporting person (the "Smith Agreement") prior to the expiration of the Term (as defined in the Smith Agreement) and/or a change in control of the Issuer, the Smith Equity Awards shall accelerate in full.

4. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock (the "Smith RSUs").

	/s/ David Tyronne Howton as attorney-in-fact for Ian F. Smith	01/05/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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