Biller Jonathan 4

What Happened

• Jonathan Biller, EVP and Chief Legal Officer of Vertex Pharmaceuticals (VRTX), was granted/awarded a total of 9,068 performance shares (6,294 shares and 2,774 shares) on 2026-01-22. The reported acquisition price is $0.00 (award/earned shares), so there was no cash purchase.
• The awards reflect earned performance stock units that were certified by the company’s management development and compensation committee on 01/22/2026 and will vest in February 2026 (see Key Details for vesting schedule). This is a compensation award (A = Award/Grant), not an open-market purchase or sale.

Key Details

• Transaction date and price: 2026-01-22; 6,294 shares @ $0.00 and 2,774 shares @ $0.00 (total 9,068 shares).
• Shares owned after transaction: not specified in the provided Form 4 excerpt.
• Footnotes:
  • F1: 6,294 shares = earned performance shares from a PSU granted 02/01/2023; committee certified performance on 01/22/2026; these shares vest on 02/13/2026.
  • F2: 2,774 shares = earned performance shares from a PSU granted 02/12/2025; committee certified performance on 01/22/2026; these shares vest in installments beginning 02/24/2026.
• Filing timeliness: Form 4 filed 2026-01-26 reporting the 01/22/2026 certification/award. Filing date falls within the typical two-business-day reporting window.

Context

• These were earned, performance-vesting stock units (PSUs). Such awards are part of executive compensation and reflect achievement of pre-set performance goals; they do not represent a cash purchase or sale by the insider.
• Because the reported acquisition price is $0, the immediate dollar cost to the insider is nil; the economic value upon vesting will depend on Vertex’s stock price at vesting and any applicable tax withholding or company retention rules.