McDermott Michael 4

4 · PFIZER INC · Filed Feb 27, 2026

AI-generated summary of this filing

Updated Feb 27, 2026

Pfizer (PFE) Exec VP Michael McDermott Exercises SARs

What Happened

Michael McDermott, Executive Vice President at Pfizer, reported the earn-out/settlement of stock appreciation rights (SARs) on Feb 25, 2026. He received 37,925 shares valued at $33.82 each (total reported value $1,282,624) as the SARs were settled in Pfizer common stock.
A total of 40,226 shares were withheld/disposed to cover the exercise price and tax withholding: 36,044 shares withheld to cover the exercise price (36,044 @ $26.92 = $970,304), 679 shares withheld for tax (679 @ $27.09 = $18,394), and 3,503 shares withheld for taxes related to RSU vesting (3,503 @ $27.10 = $94,931). The SAR settlement line itself shows the derivative conversion (37,925 shares) with a $0 cash amount reported.

Key Details

Transaction dates: primary activity on 2026-02-25 (filing dated 2026-02-27). Filing appears to be within the typical two-business-day Form 4 window.
Exercise/Conversion: 37,925 shares acquired via SAR earn-out at $33.82 each (total $1,282,624).
Withholding/dispositions (to cover exercise price and taxes): 36,044 shares @ $26.92; 679 shares @ $27.09; 3,503 shares @ $27.10 (total withheld 40,226 shares; aggregate withheld value reported $1,083,629).
Shares owned after transaction: not specified in the filing.
Transaction codes: M = exercise/conversion of derivative (SAR earn-out); F = withholding of shares for taxes/payment of exercise price.
Relevant footnotes: F1–F3/F5 indicate these were SAR earn-out and withholding transactions (tax and exercise-price withholdings); F4 notes the 20-day average closing price was used for settlement pricing; F6 notes these SARs are subject to vesting/settlement terms (settlement in shares on the fifth anniversary per grant terms).

Context

This was not an open-market purchase or sale by McDermott but an internal settlement of SARs where shares were issued and then partly withheld to satisfy exercise costs and tax obligations—commonly called a cashless exercise/withholding.
Such withholding transactions are routine for compensatory awards and do not, by themselves, signal a buy or sell decision in the open market.

Form 4

Period: 2026-02-25

Executive Vice President

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-25$33.82/sh+37,925$1,282,624→ 114,534 total
Tax Payment
Common Stock
[F2]
2026-02-25$27.09/sh−679$18,394→ 113,855 total
Tax Payment
Common Stock
[F3][F4]
2026-02-25$26.92/sh−36,044$970,304→ 77,811 total
Tax Payment
Common Stock
[F5]
2026-02-26$27.10/sh−3,503$94,931→ 74,308 total
Exercise/Conversion
Stock Appreciation Rights
[F6]
2026-02-25−37,925→ 0 total
Exercise: $33.82From: 2026-02-25Exp: 2026-02-25→ Common Stock (37,925 underlying)

Footnotes (6)

[F1]The reported transaction constitutes the earn-out of stock appreciation rights (including dividend equivalents thereon).
[F2]The reported transaction constitutes the withholding of shares to satisfy tax obligations in connection with earn-out of stock appreciation rights.
[F3]The reported transaction constitutes the withholding of shares to cover payment of exercise price in connection with earn-out of stock appreciation rights (including dividend equivalents thereon).
[F4]Under the terms of the settlement of the stock appreciation rights the 20-day average of the closing prices of Pfizer common stock ending on the settlement date is used.
[F5]The reported transaction constitutes the withholding of shares to satisfy tax obligations upon the vesting of restricted stock units (including dividend equivalents thereon).
[F6]The stock appreciation rights, which are subject to certain vesting requirements, will be settled in shares of Pfizer common stock on the fifth anniversary of the date of grant.

Signature

/s/ Shanice A. Reid, by power of atty, for Michael McDermott|2026-02-27

1 file