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Avidity Biosciences (RNA) investor relations material
Avidity Biosciences Proxy Filing summary
Complete event summary combining all related documents: earnings call transcript, report, and slide presentation.Proxy Filing summary18 Dec, 2025
Executive summary
A merger agreement was entered into on October 25, 2025, for the company to be acquired by Novartis AG, with the company surviving as an indirect wholly owned subsidiary of Novartis.
The Federal Trade Commission granted early termination of the HSR Act waiting period on December 17, 2025, satisfying a key condition for the merger's completion.
The merger's completion remains subject to the separation of Atrium Therapeutics, Inc. (SpinCo) and other customary closing conditions.
Executive compensation and say-on-pay
The board approved acceleration of vesting and payment of certain equity awards and annual cash bonuses for named executive officers to mitigate tax impacts under Section 280G and 4999.
Accelerated bonuses and performance stock units (PSUs) were granted to Ms. Boyce ($683,010, 31,000 PSUs), Dr. Flanagan ($371,520, 27,500 PSUs), Ms. McCarthy ($323,865, 39,000 PSUs), and Mr. Moriarty ($354,375, 56,000 PSUs).
No named executive officer received accelerated restricted stock units (RSUs).
All accelerated payments are subject to clawback agreements requiring repayment if employment is terminated for cause or without good reason before specified dates.
Board of directors and corporate governance
The board approved the acceleration of compensation arrangements for executives in connection with the merger.
Directors and executive officers' interests in the transaction will be disclosed in the definitive proxy statement.
Explain 280G mitigation strategy
What are the remaining merger conditions?
Detail clawback terms for accelerated payments
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Next Avidity Biosciences earnings date
Q4 202527 Feb, 2026
Next Avidity Biosciences earnings date
Q4 202527 Feb, 2026
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Frequently asked questions
Avidity Biosciences Inc is a biopharmaceutical company focused on developing a novel class of RNA therapeutics. These therapeutics, known as Antibody Oligonucleotide Conjugates (AOC™), are designed to target and treat a range of serious diseases by combining the specificity of monoclonal antibodies with the precision of oligonucleotides. This approach aims at addressing diseases previously untreatable with RNA therapeutics. The company is headquartered in San Diego, California, and its shares are listed on the Nasdaq.
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