Kapadia Sandip 4

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.