Espinoza Octavio 4

What Happened

• Octavio Espinoza, Chief Financial Officer of Ligand Pharmaceuticals (LGND), received equity awards that settled as shares (total 16,200 shares granted on 2026-02-14: 7,390 and 8,810 shares; reported at $0.00 acquisition price).
• To satisfy tax liabilities on the settlements, the issuer withheld and “disposed” a total of 11,763 shares across filings on 2026-02-14 and 2026-02-15 at an implied value of $183.83 per share, representing approximately $2.16 million withheld.
• These transactions reflect award settlements and withholding for taxes (not open-market sales), so they are routine administrative actions rather than directional buy/sell bets.

Key Details

• Transaction dates: Grants (A) dated 2026-02-14; tax-withhold disposals (F) on 2026-02-14 and 2026-02-15.
• Prices reported: Awards at $0.00 per share; withheld/disposed shares reported at $183.83 per share.
• Withheld shares and amounts: 3,761 shares ($691,385), 4,483 shares ($824,110), 1,026 shares ($188,610), 1,223 shares ($224,824), 1,270 shares ($233,464) — total ~$2,162,393.
• Shares granted: 7,390 and 8,810 (total 16,200) issued upon vesting/certification of PSUs/RSUs (footnotes indicate PSUs and RSUs).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes: F1 = PSUs issued on vesting/certification; F2 = shares withheld to pay tax on PSUs; F3 = shares withheld to pay tax on RSUs.
• Filing date vs. transaction date: Report filed 2026-02-18 for transactions on 2026-02-14–02-15; the provided data does not flag timeliness.

Context

• These were award settlements (PSUs/RSUs) with the company withholding a portion of the shares to cover tax obligations — a common administrative practice that appears as “dispositions” on Form 4 but does not represent an open-market sale or a personal cash-in.
• For retail investors, such withholding transactions are routine and typically not an indicator of management’s view on the stock price.