ABERNETHY MATT 4

What Happened

• Matt Abernethy, Chief Financial Officer of Neurocrine Biosciences (NBIX), had 2,437 restricted stock units (RSUs) convert to common shares on January 31, 2026 (recorded as derivative conversion/exercise). The company withheld 1,368 of those shares to satisfy tax withholding obligations at a per-share value of $136.06, producing a withholding value of $186,130. Net shares delivered to Abernethy were 1,069 (2,437 vested − 1,368 withheld). No open-market sale was reported.

Key Details

• Transaction date: January 31, 2026; Form 4 filed February 3, 2026 (timely).
• Vested/converted: 2,437 RSU shares at $0.00 (no exercise price).
• Tax withholding: 1,368 shares withheld at $136.06 per share, total $186,130.
• Net shares received: 1,069 shares.
• Shares owned after transaction: not specified in the filing.
• Notable footnotes:
  • F1: Filing notes aggregate includes 218 shares purchased on Aug 29, 2025 via the company ESPP.
  • F2: Withholding was done by the company to satisfy tax withholding on RSU vesting (no open-market sale).
  • F3: Each RSU equals the right to one share.
  • F4: The RSU award was granted Jan 31, 2022 and vested in annual tranches, with 2,437 shares vesting Jan 31, 2026.

Context

• This was an RSU vesting event (conversion of a derivative award), not an opportunistic open-market sale or new purchase. The withholding of shares to cover taxes is a common administrative step and does not necessarily signal a change in insider conviction. The filing appears timely (filed within the Form 4 reporting window).