Raday Gilead 4

What Happened

• Raday Gilead, COO of RedHill Biopharma Ltd. (RDHL), had a derivative conversion and a related sell-to-cover tax sale reported on April 6, 2026. He acquired 30,780,000 ordinary shares via exercise/conversion of a derivative (reported as code M) at $0.00 (no cash paid). To satisfy tax withholding on vested awards, 1,574 ADS (each ADS = 10,000 ordinary shares, so 15,740,000 ordinary shares) were sold by the trustee (reported as a sale, code S), producing reported proceeds of $1,574. The filing notes the sale was effected by a trustee under an Israeli sell-to-cover tax withholding policy and was not a discretionary sale by the reporting person.

Key Details

• Transaction date: April 6, 2026; Form filed April 22, 2026 (file appears late relative to the usual 2-business-day Form 4 deadline).
• Derivative conversion: 30,780,000 ordinary shares acquired (reported as $0.00 per share; code M).
• Sale for tax withholding: 1,574 ADS sold (15,740,000 ordinary shares), reported proceeds $1,574 (Table I price shown as $0.8001 per ADS, equivalent to $0.00008001 per ordinary share).
• Shares owned after transaction: not disclosed in the provided filing summary.
• Footnotes: F1 — sale was trustee sell-to-cover to satisfy tax withholding from vested restricted share units; F2 — price equivalence per ADS/ordinary share; F3 — ADS convertible at holder’s election for no consideration.
• Filing timeliness: Filed 16 days after the transaction date; this is later than the typical 2-business-day requirement for Form 4s.

Context

• This is primarily a tax-withholding sell-to-cover following vesting/conversion of awards, not a discretionary insider sale that signals a change in sentiment. The derivative conversion (code M) indicates shares were obtained via exercise/conversion (no cash paid), and the trustee then sold a portion to cover taxes. The cash proceeds were nominal (~$1.6), reflecting low per-share ADS pricing and the mechanics of ADS ↔ ordinary share conversion.