Cain Wettan Keeley M 4

What Happened

• Keeley M. Cain, EVP Gen Counsel (Legal & Comp) at Gilead Sciences, exercised 1,246 option-based derivative units on 2026-03-10 and received equity awards (restricted stock units) totaling 23,935 shares (5,050 and 18,885 RSUs). To cover tax obligations, 606 shares were withheld (disposed) at $148.56 per share, totaling $90,027. The filing shows the exercised/converted derivative shares were also recorded as disposed, consistent with immediate share disposition to cover costs.

Key Details

• Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (no indication of lateness).
• Option exercise: 1,246 shares exercised/converted (transaction code M). Exercise price not listed in the filing (N/A).
• Tax withholding: 606 shares withheld (transaction code F) at $148.56 per share, total $90,027.
• Awards: 5,050 RSUs and 18,885 RSUs were granted (transaction code A); the 18,885 RSUs reported with $0.00 purchase price (standard for RSU grants).
• Shares owned after the transaction: not reported in the provided filing data.
• Footnotes: F1 — each RSU represents the right to one share; F2 — RSUs vest over four years (25% at 1 year, then 6.25% quarterly); F3 — stock options vest over four years on the same schedule.

Context

• The combination of an option exercise with immediate disposition/withholding is commonly a cashless exercise or share-withholding to cover exercise costs and tax liabilities, rather than a market sale for investment reasons. RSU grants are subject to multi-year vesting and do not reflect immediate ownership of free-trading shares until they vest.
• This activity is routine for equity compensation and is informational for investors tracking insider alignment, but it does not, by itself, indicate the insider’s view of the company’s future performance.