Form 4: Amarin CEO's Equity Activity: RSU Vesting & New Grants
Insider Transaction Report
Amarin Corp PLC CEO Aaron Berg reported significant equity transactions, including RSU vestings, tax-related share withholdings, and new grants of restricted stock units and stock options.
Summary
- Amarin Corp PLC President and CEO Aaron Berg reported equity transactions on February 3, 2026, detailing activities on January 31, 2026, and February 1, 2026.
- On January 31, 2026, 2,246 Restricted Stock Units (RSUs) from a February 21, 2023 grant vested, and 1,933 RSUs from a February 1, 2024 grant also vested.
- To cover tax liabilities incident to these vestings, the company withheld 1,235 American Depositary Shares (ADSs) and 1,063 ADSs, totaling 2,298 ADSs, at a price of $15.42 per share.
- Following these transactions, Berg's direct beneficial ownership of non-derivative ADSs was 82,595.
- On February 1, 2026, Berg was granted 26,793 new RSUs under the Amarin Corporation plc 2020 Stock Incentive Plan, which will vest in three equal installments on January 31, 2027, January 31, 2028, and January 31, 2029.
- Additionally, on February 1, 2026, Berg received an option to purchase 120,566 ADSs at an exercise price of $14.99 per share, with vesting scheduled over three years (33% on the first anniversary and the balance ratably over the subsequent 8 calendar quarters).
- The filing reflects an ADS Ratio Change effective April 11, 2025, where one ADS now represents twenty Ordinary Shares, with proportionate adjustments made to outstanding equity awards.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a routine insider filing reflecting standard executive compensation practices, with new equity grants indicating continued incentivization of the CEO.
Positives
- Grant of 26,793 new Restricted Stock Units (RSUs) to the President and CEO, aligning management's interests with long-term shareholder value.
- Grant of an option to purchase 120,566 American Depositary Shares (ADSs) at an exercise price of $14.99, providing further incentive for management to drive share price appreciation.
Negatives
- The company withheld 2,298 American Depositary Shares (ADSs) from the CEO's vested equity to cover tax liabilities, which represents a reduction in direct beneficial ownership from the vested amount.
Future Outlook
The newly granted 26,793 Restricted Stock Units (RSUs) will vest in three equal installments on January 31, 2027, January 31, 2028, and January 31, 2029. The option to purchase 120,566 American Depositary Shares (ADSs) will vest 33% on February 1, 2027, and the remainder ratably over the subsequent eight calendar quarters on the first day of each May, August, November, and February.
Industry Context
StockSavvy.ai notes that insider equity transactions, such as those reported in this Form 4, are common mechanisms for executive compensation and alignment of interests. While this filing is specific to Amarin, the structure of RSU grants and stock options with multi-year vesting schedules is a standard practice across various industries to incentivize long-term performance and retention of key executives.
Comparison to Industry Standards
- The use of Restricted Stock Units (RSUs) and stock options as part of executive compensation is a standard practice across publicly traded companies, aligning executive incentives with shareholder value creation.
- Multi-year vesting schedules, such as the three-year vesting for RSUs and options, are typical in the industry to promote long-term commitment and performance.
- Tax withholding of shares upon vesting is a common method for executives to satisfy tax obligations without needing to sell shares on the open market immediately.
Stakeholder Impact
- Shareholders: The new equity grants align the CEO's long-term interests with shareholder value creation. Tax-related share withholdings are a standard part of executive compensation and do not represent open market sales.
- Employees: The filing details executive compensation, which can set a precedent or reflect the company's overall compensation philosophy.
Next Steps
- Future vesting of 26,793 RSUs on January 31, 2027, January 31, 2028, and January 31, 2029.
- Future vesting of 120,566 stock options, with 33% vesting on February 1, 2027, and the remainder ratably over the subsequent 8 calendar quarters.
Key Dates
| Date | Description |
|---|---|
| 02/21/2023 | Grant date for 6,740 Restricted Stock Units (RSUs) to Aaron Berg, vesting in three equal installments on January 31, 2024, January 31, 2025, and January 31, 2026. |
| 02/01/2024 | Grant date for 5,800 Restricted Stock Units (RSUs) to Aaron Berg, vesting in three equal installments on January 31, 2025, January 31, 2026, and January 31, 2027. |
| 04/11/2025 | Effective date of the American Depositary Share (ADS) Ratio Change, where one ADS now represents twenty Ordinary Shares. |
| 01/31/2026 | Vesting date for 2,246 RSUs (from 2023 grant) and 1,933 RSUs (from 2024 grant). Also, date of tax-related share withholdings. |
| 02/01/2026 | Grant date for 26,793 new Restricted Stock Units (RSUs) and an option to purchase 120,566 American Depositary Shares (ADSs) to Aaron Berg. |
| 02/03/2026 | Date the Form 4 filing was signed and submitted. |
| 01/31/2027 | First vesting date for the 26,793 RSU grant from February 1, 2026, and final vesting date for the 5,800 RSU grant from February 1, 2024. |
| 02/01/2027 | First vesting date (33%) for the 120,566 stock option grant from February 1, 2026. |
| 01/31/2028 | Second vesting date for the 26,793 RSU grant from February 1, 2026. |
| 01/31/2029 | Third and final vesting date for the 26,793 RSU grant from February 1, 2026. |
| 02/01/2036 | Expiration date for the stock option grant of 120,566 ADSs. |
Recommendation
holdThis Form 4 filing details routine executive compensation activities, including RSU vestings and new equity grants. It does not provide new fundamental information about the company's operations, financial performance, or strategic direction that would warrant a change in investment recommendation. The transactions are expected and align with standard practices for incentivizing management.
Keywords
Amarin, AMRN, SEC Form 4, insider trading, equity grants, RSU, stock options, CEO, Aaron Berg, beneficial ownership
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