Azelby Robert 4

What Happened
Robert Azelby, a director of ADC Therapeutics (ADCT), received an annual grant of 45,000 restricted stock units (RSUs) on 2026-06-01 (transaction code A). Separately, on 2026-06-03 the company withheld 12,600 shares to satisfy tax withholding obligations in connection with the vesting of previously granted RSUs (transaction code F), valued at $3.08 per share for a total of $38,808.

Key Details

• Transaction dates: RSU grant on 2026-06-01; shares withheld for tax on 2026-06-03. Filing date: 2026-06-03. Filing appears timely.
• Grant: 45,000 RSUs granted at $0.00 (each RSU = contingent right to one share) under the 2019 Equity Incentive Plan.
• Withholding: 12,600 shares disposed/withheld at $3.08 per share = $38,808 to cover taxes on vesting of earlier RSUs. (Transaction code F = tax withholding.)
• Vesting terms (footnote): RSUs vest on the earlier of one year from grant or the 2027 Annual Meeting, subject to continued service.
• Shares owned after the transactions: not specified in the provided excerpt of the Form 4.

Context
The 45,000 RSU grant is an award (not an immediate cash purchase) and represents a contingent future right to receive shares upon vesting. The 12,600-share disposition reflects routine tax withholding when RSUs vest (a cashless withholding), not an open-market sale that necessarily signals sentiment. The withholding amount ($38.8k) is modest.