MALLIK AMEET 4

What Happened

• Ameet Mallik, CEO of ADC Therapeutics (ADCT), was granted 900,000 common shares (reported as an award/acquisition) on 2026-02-13 at $3.99 per share, valued at $3,591,000. On the same date 103,231 shares were disposed of (withheld) at $3.99 per share to satisfy tax withholding obligations, valued at $411,892.
• The 900,000-share entry is an award (restricted share units), not an open-market purchase; the 103,231-share disposal is routine tax withholding, not a sale on the open market.

Key Details

• Transaction date: February 13, 2026. Filing date: February 18, 2026 (filed 5 days after the transaction date; appears late under Section 16 timing rules).
• Award: 900,000 shares @ $3.99 — total reported value $3,591,000.
• Tax withholding: 103,231 shares @ $3.99 — total reported value $411,892 (code F = tax withholding).
• Shares owned after the transaction: not specified in this Form 4 (the filing did not report total post-transaction holdings).
• Footnotes of note:
  • F1: The 900,000 shares are restricted share units that vest one-third on each anniversary beginning Feb 13, 2027, contingent on continued service.
  • F3: The 103,231 shares were withheld by the issuer to satisfy tax obligations related to RSU vesting.
  • F2: The filing notes a prior transfer of 669,101 shares to a grantor retained annuity trust; the Reporting Person disclaims beneficial ownership except for pecuniary interest.

Context

• This was an equity award (RSUs) to the CEO, which is common for compensation and retention; awards are not the same as a CEO buying shares (which some investors view as a stronger bullish signal).
• The withholding of shares for taxes is routine and should not be interpreted as a market sale or negative signal.
• The filing was submitted several days after the transaction date; late Form 4s can reduce the timeliness of market transparency.