DUGAN RICHARD W 4

What Happened

• Richard W. Dugan, a director of Vanda Pharmaceuticals, received an award of 41,600 restricted stock units (RSUs) on June 4, 2026. The grant price is reported as $0.00 (no cash paid); the reported acquisition value is $0. These RSUs represent the right to receive 41,600 shares of common stock if vesting conditions are met.

Key Details

• Transaction date: June 4, 2026; Form 4 filed June 8, 2026 (timely within SEC Reg. 16 reporting window).
• Transaction type/code: Award/Grant (A); 41,600 underlying shares; acquisition price $0.00.
• Vesting: Per footnote, 100% of the RSUs vest on June 4, 2027, contingent on continuous service through that date.
• Shares owned after transaction: Not specified in the provided summary of the filing.
• Footnote: This grant is a time‑based RSU (see footnote F1). No 10b5-1 plan, tax withholding, or sale of shares is indicated.

Context

• This is a compensation award (time‑based RSUs), not an open‑market purchase or sale, so it reflects company pay practice rather than an immediate trading sentiment. The economic value will be realized only if the RSUs vest and are settled (then taxed based on the share price at vesting).