Kowalsky Matthew Paul 4
4 · ENANTA PHARMACEUTICALS INC · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
Enanta (ENTA) CLO Matthew Kowalsky Receives Awards, Forfeits Shares
What Happened
Matthew Paul Kowalsky, Chief Legal Officer of Enanta Pharmaceuticals (ENTA), received equity awards that vested and were settled in shares on February 12, 2026. Two awards were issued: 1,318 shares from performance share units (PSUs) and 4,175 shares from a relative total stockholder return unit (rTSRU), for a gross issuance of 5,493 shares at $0.00 (award settlement). To cover withholding taxes related to the settlement, 1,902 shares were automatically forfeited (disposed) at $14.25 per share, totaling $27,104. Net shares retained by Kowalsky from this settlement = 3,591 shares.
Key Details
- Transaction date(s): February 12, 2026; Form 4 filed February 13, 2026 (timely).
- Awards issued: 1,318 shares (PSUs) + 4,175 shares (rTSRU) = 5,493 shares issued at $0.00 (award).
- Tax withholding: 1,902 shares forfeited to cover taxes (Disposition) at $14.25/share = $27,104.
- Net shares delivered to insider after withholding: 3,591 shares.
- Footnotes:
- PSU vesting was tied to two‑year R&D milestones (2024–2025) (F1).
- rTSRU vesting was based on relative total shareholder return vs. Nasdaq Biotech Index over two 60‑day periods (F2).
- F3 indicates shares were automatically forfeited to satisfy withholding taxes.
- Shares owned after transaction: not specified in this Form 4.
Context
- These were performance‑based equity awards that vested and were settled in stock (award grants), not open‑market purchases or sales driven by trading decisions.
- The forfeiture of shares to pay withholding is a routine administrative step and is reported as a disposal (code F).
- No 10b5-1 plan, late filing, or immediate open‑market sale of remaining shares is indicated in this filing.
Insider Transaction Report
Form 4
Kowalsky Matthew Paul
Chief Legal Officer
Transactions
- Award
Common Stock
[F1]2026-02-12+1,318→ 1,318 total - Award
Common Stock
[F2]2026-02-12+4,175→ 5,493 total - Tax Payment
Common Stock
[F3]2026-02-12$14.25/sh−1,902$27,104→ 3,591 total
Footnotes (3)
- [F1]Represents shares of Enanta common stock issued under performance share units ("PSUs") that vested as a result of performance against two-year research and development milestones in the calendar 2024-2025 period as determined by the Compensation Committee of Enanta's Board of Directors, and then settled with the issuance of the shares of Enanta common stock on February 12, 2026.
- [F2]Represents shares of Enanta common stock issued under a relative total stockholder return unit ("rTSRU") award that was subject to performance-vesting restrictions based on the relative total stockholder return of Enanta's common stock in relation to the total stockholder return of the component companies in the Nasdaq Biotech Index over the same 60-day calendar periods two years apart. The performance level was determined by the Compensation Committee of Enanta's Board of Directors and the rTSRU settled with the issuance of the shares of Enanta common stock on February 12, 2026.
- [F3]Represents the number of shares of common stock automatically forfeited by the reporting person to cover withholding taxes due as a result of settlement of the PSU and rTSRU awards.
Signature
/s/ Matthew Kowalsky|2026-02-13