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MODERNA, INC. : Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

05/24/2022 | 08:03am EDT

Item 7.01 Regulation FD Disclosure.

On May 24, 2022, Stephane Bancel, the Chief Executive Officer of Moderna, Inc.
(the "Company") published a blog post to the Company's website announcing
changes to his personal trading plans for shares of the Company's company stock.
These trading plans were adopted in accordance with Rule 10b5-1 ("Rule 10b5-1")
under the Securities Exchange Act of 1934, as amended (the "Exchange Act").

In the post, Mr. Bancel announced that he had amended his personal 10b5-1 plan
to provide for the full exercise of a stock option to acquire 4,587,155 shares
of the Company's common stock at a price of $0.99 per share. The option was
granted on August 19, 2013, and will be forfeited to the extent it is not
exercised prior to August 19, 2023. Under the amended plan, Mr. Bancel will
exercise the option to acquire 40,000 shares each Wednesday and Thursday,
beginning on May 25, 2022 until the option is fully exercised. Mr. Bancel
expects to contribute all of the after-tax proceeds from the exercise of the
option to charitable causes. Mr. Bancel has not previously exercised any of the
stock options that he has been granted by the Company.

The text of the blog post is included as Exhibit 99.1 to this Current Report on
Form 8-K, and is incorporated herein by reference. The information in this Item
7.01 and Exhibit 99.1 is intended to be furnished and shall not be deemed
"filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as expressly set forth by specific reference in such

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, as amended,
including regarding: Mr. Bancel's future exercises of his stock option granted
on August 19, 2013, and Mr. Bancel's plan to contribute the after-tax proceeds
from the exercise of the option to charitable causes. The forward-looking
statements in this Current Report on Form 8-K are neither promises nor
guarantees, and you should not place undue reliance on these forward-looking
statements because they involve known and unknown risks, uncertainties, and
other factors, many of which are beyond the Company's control and which could
cause actual results to differ materially from those expressed or implied by
these forward-looking statements. These risks, uncertainties, and other factors
include those other risks and uncertainties described under the heading "Risk
Factors" in the Company's most recent Annual Report on Form 10-K filed with the
U.S. Securities and Exchange Commission ("SEC") and in subsequent filings made
by the Company with the SEC, which are available on the SEC's website
at www.sec.gov. Except as required by law, the Company disclaims any intention
or responsibility for updating or revising any forward-looking statements
contained in this Current Report on Form 8-K in the event of new information,
future developments or otherwise. These forward-looking statements are based on
the Company's current expectations and speak only as of the date hereof.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

     No.             Description
                       Blog post entitled     "    Stock option     exerc    i    se and ch    aritable
    99.1             giving    ,"     dated May     24    , 2022
     104             Cover Page Interactive Data File (embedded within the
Inline XBRL document)


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