4//SEC Filing
Lewis William 4
Accession 0001402051-26-000009
CIK 0001104506other
Filed
Jan 21, 7:00 PM ET
Accepted
Jan 22, 4:28 PM ET
Size
21.0 KB
Accession
0001402051-26-000009
Research Summary
AI-generated summary of this filing
Insmed (INSM) CEO William Lewis Exercises Options, Sells Shares
What Happened
- William Lewis, Chair and CEO of Insmed (INSM), exercised stock options to acquire 10,699 shares (6,259 @ $30.46 and 4,440 @ $17.16) on Jan 20, 2026, and sold the same 10,699 shares that day in open-market transactions for total gross proceeds of about $1.70 million.
- Exercise cash paid was $266,839 (190,649 + 76,190). Gross sale proceeds were approximately $1,700,412, implying approximate net cash proceeds of ~$1.43M after exercise costs. The filing also reports two derivative entries at $0 that reflect the option-to-share conversion.
Key Details
- Transaction date: January 20, 2026; Form 4 filed Jan 22, 2026 (timely within the usual two-business-day window).
- Options exercised: 6,259 shares at $30.46 and 4,440 shares at $17.16 (code M = exercise/conversion).
- Shares sold (open-market): 1,006 @ weighted avg ~$156.80; 1,243 @ weighted avg ~$158.37; 5,967 @ weighted avg ~$158.99; 2,229 @ weighted avg ~$159.85; 254 @ weighted avg ~$160.70. Footnotes F2–F6 state these are weighted-average prices with price ranges and that the reporter will provide per-price breakdown on request.
- Footnote F1: Sales were effected pursuant to a 10b5-1 trading plan adopted Sept 4, 2025.
- Footnote F7: The options vested on a time-based schedule (25% at 1 year, then 12.5% every six months thereafter).
- Shares owned after the transactions: not specified in the provided filing details.
Context
- The filing shows a same-day exercise-and-sale (the number of shares exercised equals the number sold), consistent with a cashless-style outcome where exercised shares were sold rather than held.
- Sales were made under a pre-established 10b5-1 plan, which is commonly used by insiders to schedule sales to avoid questions about timing; this is a routine disposition and not an explicit signal of company prospects.
- No indication of gifts or awards here; the primary actions are option exercises (M) and open-market sales (S).
Insider Transaction Report
Form 4
INSMED IncINSM
Lewis William
DirectorChair and CEO
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-01-20$30.46/sh+6,259$190,649→ 313,150 total - Exercise/Conversion
Common Stock
[F1]2026-01-20$17.16/sh+4,440$76,190→ 317,590 total - Sale
Common Stock
[F1][F2]2026-01-20$156.80/sh−1,006$157,741→ 316,584 total - Sale
Common Stock
[F1][F3]2026-01-20$158.37/sh−1,243$196,854→ 315,341 total - Sale
Common Stock
[F1][F4]2026-01-20$158.99/sh−5,967$948,693→ 309,374 total - Sale
Common Stock
[F1][F5]2026-01-20$159.85/sh−2,229$356,306→ 307,145 total - Sale
Common Stock
[F1][F6]2026-01-20$160.70/sh−254$40,818→ 306,891 total - Exercise/Conversion
Stock Option (right to buy)
[F1][F7]2026-01-20−6,259→ 75,109 totalExercise: $30.46Exp: 2028-01-04→ Common Stock (6,259 underlying) - Exercise/Conversion
Stock Option (right to buy)
[F1][F7]2026-01-20−4,440→ 53,280 totalExercise: $17.16Exp: 2027-05-17→ Common Stock (4,440 underlying)
Holdings
- 233,924(indirect: By Trust)
Common Stock
- 50,500(indirect: By Trust)
Common Stock
Footnotes (7)
- [F1]This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on September 4, 2025 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
- [F2]This is the weighted average sales price representing 1,006 shares sold at prices ranging from $156.53 to $157.50 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
- [F3]This is the weighted average sales price representing 1,243 shares sold at prices ranging from $157.54 to $158.53 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
- [F4]This is the weighted average sales price representing 5,967 shares sold at prices ranging from $158.55 to $159.52 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
- [F5]This is the weighted average sales price representing 2,229 shares sold at prices ranging from $159.55 to $160.32 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
- [F6]This is the weighted average sales price representing 254 shares sold at prices ranging from $160.58 to $160.76 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
- [F7]The options became exercisable based on the following vesting schedule: 25% vested on the first anniversary of the grant date and an additional 12.5% vested on each sixth month anniversary date thereafter through the fourth anniversary of the date of grant.
Signature
/s/ William Lewis, by Michael A. Smith as Attorney-in-fact|2026-01-22
Documents
Issuer
INSMED Inc
CIK 0001104506
Entity typeother
Related Parties
1- filerCIK 0001402051
Filing Metadata
- Form type
- 4
- Filed
- Jan 21, 7:00 PM ET
- Accepted
- Jan 22, 4:28 PM ET
- Size
- 21.0 KB