INSMED Inc·4

May 13, 4:50 PM ET

Flammer Martina M.D. 4

4 · INSMED Inc · Filed May 13, 2026

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INSMED (INSM) CMO Dr. Martina Flammer Exercises Options, Sells Shares

What Happened
Dr. Martina Flammer, Chief Medical Officer of INSMED (INSM), exercised 12,949 stock options on 2026-05-11 at $17.07 per share for a total exercise cost of $221,039, and on the same day sold all 12,949 shares in open-market transactions for aggregate proceeds of $1,300,121. The sales consisted of 12,119 shares at a weighted average price of $100.35 (proceeds $1,216,142) and 830 shares at a weighted average price of $101.18 (proceeds $83,979). The net proceeds before taxes and fees were roughly $1.08M (sales proceeds minus exercise cost).

Key Details

  • Transaction date: 2026-05-11; Form 4 filed 2026-05-13 (filed within the normal 2-business-day window).
  • Option exercise: 12,949 shares acquired at $17.07 each = $221,039 (transaction code M).
  • Open-market sales: 12,119 shares at weighted avg $100.35 = $1,216,142 (F2); 830 shares at weighted avg $101.18 = $83,979 (F3). Total sold = 12,949 shares for $1,300,121.
  • Footnotes: Sales were executed under a Rule 10b5-1 trading plan adopted Feb 27, 2025 (F1). Sales prices reported as weighted averages across price ranges; breakdown by price available on request to the SEC/issuer/holders (F2, F3). Vesting schedule for the options noted in the filing (25% after 1 year, then 12.5% every six months through year 4) (F4).
  • Shares owned after transaction: not specified in the provided filing details.

Context
This sequence (exercise followed by same‑day sales of all resulting shares) is effectively a cashless exercise: the options were exercised and the shares were immediately sold. Sales were pre-arranged under a 10b5‑1 plan, which specifies trading terms established in advance and can limit interpretation of motive. All figures above are gross amounts (before taxes, fees, or withholdings).

Insider Transaction Report

Form 4
Period: 2026-05-11
Flammer Martina M.D.
Chief Medical Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-05-11$17.07/sh+12,949$221,03996,192 total
  • Sale

    Common Stock

    [F1][F2]
    2026-05-11$100.35/sh12,119$1,216,14284,073 total
  • Sale

    Common Stock

    [F1][F3]
    2026-05-11$101.18/sh830$83,97983,243 total
  • Exercise/Conversion

    Stock Option (right to buy)

    [F1][F4]
    2026-05-1112,9490 total
    Exercise: $17.07Exp: 2032-05-11Common Stock (12,949 underlying)
Footnotes (4)
  • [F1]This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on February 27, 2025 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
  • [F2]This is the weighted average sales price representing 12,119 shares sold at prices ranging from $100.00 to $100.96 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
  • [F3]This is the weighted average sales price representing 830 shares sold at prices ranging from $101.11 to $101.36 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
  • [F4]The options became exercisable based on the following vesting schedule: 25% vested on the first anniversary of the grant date and an additional 12.5% vested on each sixth month anniversary date thereafter through the fourth anniversary of the date of grant.
Signature
/s/ Martina Flammer, M.D., by Michael A. Smith as Attorney-in-fact|2026-05-13

Documents

1 file
  • 4
    wk-form4_1778705397.xmlPrimary

    FORM 4