KENNEY CHRISTOPHER JOHN 4

What Happened
Christopher Kenney, Chief Medical Officer of Xenon Pharmaceuticals (XENE), had 3,750 RSUs vest/convert on March 12, 2026 and then sold 1,410 shares in the open market on March 13, 2026 at $55.23 per share, generating $77,867 in proceeds. The Form 4 also shows a related derivative disposition reported at $0, consistent with shares withheld/cancelled to satisfy tax withholding tied to the RSU vesting.

Key Details

• Transaction dates/prices:
  • March 12, 2026: 3,750 RSUs exercised/converted into common shares (report lists as derivative exercise/conversion).
  • March 12, 2026: 3,750 shares reported disposed at $0.00 (derivative-related, consistent with withholding).
  • March 13, 2026: Open-market sale of 1,410 shares at $55.23 each; proceeds $77,867.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes:
  • F1: These shares came from an RSU award granted March 12, 2025 that vests 25% each year starting March 12, 2026.
  • F2: The sale was executed under a Rule 10b5‑1 sell‑to‑cover instruction (adopted Dec 3, 2025) solely to satisfy tax withholding on the vesting RSUs.
• Filing timeliness: Reported period 2026-03-12 and filed 2026-03-13 — appears timely (filed the next day).

Context
This activity reflects RSU vesting with a routine sell‑to‑cover tax transaction rather than an independent, discretionary sale for investment reasons. The derivative entries indicate conversion of RSUs into shares and withholding/cancellation to meet tax obligations; the 10b5‑1 plan governed the market sale of the portion sold. Such transactions are common following equity vesting and are typically for tax compliance rather than a directional insider market signal.