MORTIMER IAN 4

What Happened

• Ian Mortimer, President & CEO and a director of Xenon Pharmaceuticals (XENE), exercised several stock options and received vested performance shares, then sold a large block of common stock. He acquired (by exercise/award) roughly 310,000 shares (including option exercises at $8.40, $3.10, $4.75 and $9.44 and a 20,000-share PSU award) and disposed of approximately 281,269 shares in multiple open-market transactions that generated about $16.97 million in proceeds. Many of the shares he acquired were promptly sold.

Key Details

• Transaction dates: primarily March 9, 2026 (sales and exercises); one sale on March 10, 2026. Form 4 filed March 11, 2026 (timely).
• Sale proceeds (aggregate): approximately $16,966,500 across multiple trades (prices in reported blocks ranged roughly from ~$58.16 to ~$62.30).
• Exercises/acquisitions (cash paid): examples include 75,000 shares @ $8.40 ($630,000), 105,000 @ $4.75 ($498,750), 65,000 @ $9.44 ($613,600), and 25,000 @ $3.10 ($77,500). Also reported a 20,000-share PSU award (vested).
• Shares owned after the transactions: not specified in the summary provided here; see the full Form 4 for post-transaction beneficial ownership.
• Notable footnotes: sales were effected under a Rule 10b5-1 trading plan adopted Sept 27, 2024 (F1); some sales were pursuant to a durable sell-to-cover instruction adopted Dec 3, 2025 to satisfy tax withholding on vested PSUs (F12); the 20,000-share award relates to vested PSUs (F11); options reported as fully vested (F13).
• Filing timeliness: Form 4 was filed two business days after the primary trade date (appears timely).

Context

• This sequence shows option exercises and a large, largely contemporaneous sale of shares. That pattern is commonly a cashless exercise/sell-to-cover: the insider exercises options or receives award shares and then sells shares (some under pre-existing 10b5-1 plans or tax-withholding instructions) rather than a standalone, discretionary market sell. These transactions are routine reporting of insider liquidity and do not, by themselves, indicate company performance or managerial change in view.