Harmony Biosciences Holdings, Inc.·4

Jan 26, 4:49 PM ET

Kapadia Sandip 4

4 · Harmony Biosciences Holdings, Inc. · Filed Jan 26, 2026

Research Summary

AI-generated summary of this filing

Updated

Harmony Biosciences (HRMY) CFO Sandip Kapadia Exercises Options, Receives RSUs

What Happened

  • Sandip Kapadia, Chief Financial Officer of Harmony Biosciences (HRMY), reported derivative activity and awards. The Form 4 shows two awards of restricted stock units (RSUs) reported on Jan 22, 2026 totaling 54,800 RSU units (42,600 + 12,200, recorded as derivative awards at $0.00). On Jan 24 and Jan 25, 2026 he exercised/converted portions of derivatives (3,813 and 4,725 shares, respectively — total 8,538 shares). To satisfy required income tax withholding, the issuer withheld/disposed 2,239 shares (1/24) and 2,553 shares (1/25) at $36.82 per share, totaling $82,440 and $94,001, respectively (combined tax withholding ≈ $176,441). Net shares delivered to Kapadia from those conversions were 3,746 shares (8,538 converted − 4,792 withheld).
  • These were not open-market purchases or sales for investment purposes; they reflect vesting/conversion of equity awards and share withholding to cover tax obligations (routine compensation-related transactions).

Key Details

  • Transaction dates: Grants recorded 2026-01-22; conversions/exercises 2026-01-24 and 2026-01-25; withholding sales on 2026-01-24 and 2026-01-25.
  • Prices: Withheld/disposed shares priced at $36.82 per share for tax withholding; awards and conversions recorded at $0.00 (typical for RSU vesting/conversion).
  • Shares involved: RSU awards = 54,800 units; conversions = 8,538 shares; shares withheld for taxes = 4,792; net shares received = 3,746 (based on provided entries).
  • Shares owned after transaction: Not specified in the provided excerpt of the filing.
  • Notable footnotes: F1 confirms the shares were withheld by the issuer to satisfy required income tax withholdings. Other footnotes (F2–F5) describe vesting schedules for the related options/RSU awards (annual or quarterly vesting beginning in 2025–2027).
  • Filing timeliness: Form filed 2026-01-26 reporting activity from Jan 22–25, 2026; filing appears to be within the normal reporting window (filed shortly after the transactions).

Context

  • These entries reflect awards vesting/conversion and routine share withholding to cover tax liabilities (codes: A = award, M = exercise/conversion of derivative, F = tax withholding). This is not an open-market sale for cash — the disposal of shares was to satisfy tax withholding obligations.
  • For retail investors: such compensation-related transactions are common and do not necessarily signal the insider’s view on the company’s stock price.

Insider Transaction Report

Form 4
Period: 2026-01-22
Kapadia Sandip
CHIEF FINANCIAL OFFICER
Transactions
  • Exercise/Conversion

    Common Stock

    2026-01-24+3,8133,813 total
  • Tax Payment

    Common Stock

    [F1]
    2026-01-24$36.82/sh2,239$82,4401,574 total
  • Exercise/Conversion

    Common Stock

    2026-01-25+4,7254,725 total
  • Tax Payment

    Common Stock

    [F1]
    2026-01-25$36.82/sh2,553$94,0012,172 total
  • Award

    Stock Option

    [F2]
    2026-01-22+42,60042,600 total
    Exercise: $36.76Exp: 2036-01-22Common Stock (42,600 underlying)
  • Award

    Restricted Stock Units

    [F3]
    2026-01-22+12,20012,200 total
    Common Stock (12,200 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F4]
    2026-01-243,8137,625 total
    Common Stock (3,813 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F5]
    2026-01-254,72514,175 total
    Common Stock (4,725 underlying)
Footnotes (5)
  • [F1]Shares withheld by the Issuer to satisfy required income tax withholdings pursuant to the vesting of restricted stock units on their scheduled vesting date.
  • [F2]The stock option vests with respect to 25% of the underlying shares on January 22, 2027, with the remaining shares vesting ratably on a quarterly basis thereafter until the fourth anniversary of the grant date, subject to the Reporting Person's continued service through each applicable vesting date.
  • [F3]The restricted stock units shall vest in four equal annual installments beginning on January 22, 2027, subject to the Reporting Person's continued service through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock and has no expiration date.
  • [F4]This award of restricted stock units was previously granted on January 24, 2024. The restricted stock units shall vest in four equal annual installments beginning on January 24, 2025, subject to the Reporting Person's continued service through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock and has no expiration date.
  • [F5]This award of restricted stock units was previously granted on January 25, 2025. The restricted stock units shall vest in four equal annual installments beginning on January 25, 2026, subject to the Reporting Person's continued service through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock and has no expiration date.
Signature
/s/ Christian Ulrich, Attorney-in-Fact|2026-01-26

Documents

1 file
  • 4
    form4-01262026_090157.xmlPrimary