Tatsis Ourania 4

What Happened
Ourania Tatsis, EVP & Chief Regulatory & Quality Officer at Vertex Pharmaceuticals (VRTX), was granted 5,789 restricted stock units (RSUs) on Feb 17, 2026 and simultaneously had 3,271 shares disposed of across transactions on Feb 17–18, 2026. Of the shares disposed, 2,294 were surrendered to cover tax liability at $483.75 per share (proceeds/consideration shown $1,109,723) and two open‑market sales (609 shares at $489.46 and 368 shares at $473.68) generated $298,081 and $174,314 respectively — total proceeds from disposals ≈ $1,582,118. The RSU award (acquisition reported as $0.00) represents a grant, not an immediate purchase.

Key Details

• Transaction dates and prices:
  • 2026-02-17: RSU award of 5,789 shares (reported as acquisition A at $0.00).
  • 2026-02-17: 2,294 shares surrendered to cover tax liability (F) at $483.75 — $1,109,723.
  • 2026-02-17: 609 shares sold open market (S) at $489.46 — $298,081.
  • 2026-02-18: 368 shares sold open market (S) at $473.68 — $174,314.
• Total disposed: 3,271 shares; total proceeds ≈ $1,582,118.
• Vesting: RSU award vests in installments beginning Feb 20, 2027 (footnote).
• 10b5‑1 plan: The open‑market sales (S) were made under a company‑approved Rule 10b5‑1 trading plan entered 08/21/2025.
• Filing timeliness: Reported period 2026-02-17; Form 4 filed 2026-02-19 — appears timely under the two business‑day rule.
• Shares owned after transaction: Not provided in the supplied filing details.

Context

• This was primarily an RSU grant with routine tax‑withholding and pre‑planned open‑market sales; tax withholding (F) is common when RSUs are issued.
• Sales under a 10b5‑1 plan indicate prearranged transactions and do not necessarily reflect contemporaneous trading decisions.
• The activity is mixed (award + disposals); the grant increases future compensation exposure, while the disposals covered tax obligations and followed a trading plan.