Form 4: BMY EVP Plenge's Equity Transactions

Bristol-Myers Squibb EVP Robert M. Plenge reported significant equity transactions, including vesting of performance awards and new grants, alongside tax-related share dispositions.

Summary

• Robert M. Plenge, EVP, Chief Research Officer, reported multiple equity transactions on March 10, 2026.
• Acquired a total of 17,501 shares of common stock through the vesting of Market Share Units (MSUs) granted in 2022 (1,107 shares) and 2023 (2,342 shares), and the distribution of Performance Shares (PSUs) from the 2023-2025 Long-Term Performance Award (14,052 shares).
• Disposed of a total of 11,812 shares of common stock, including 4,535 shares withheld for tax payments at a price of $60.13 per share, and 7,277 shares due to downward adjustments based on performance factors.
• Following these transactions, direct beneficial ownership of common stock stands at 21,528 shares.
• Indirect beneficial ownership includes 3,026.38 shares in the BMS Savings and Investment Program and 200 shares in a family trust.
• Received new grants of 17,959 Market Share Units and 26,939 Performance Shares, both scheduled to vest on March 10, 2029.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, reflecting standard executive compensation activities. The vesting of awards and new grants are positive for the executive, while tax withholdings and performance-based adjustments are routine aspects of such plans.

Positives

• Vesting of 1,107 Market Share Units granted in 2022, converting to common stock.
• Vesting of 2,342 Market Share Units granted in 2023, converting to common stock.
• Distribution of 14,052 Performance Shares earned under the 2023-2025 Long-Term Performance Award.
• Grant of 17,959 new Market Share Units, cliff vesting on March 10, 2029.
• Grant of 26,939 new Performance Shares, converting to common stock in Q1 2029.

Negatives

• Disposition of 4,535 shares of common stock withheld for tax payments upon vesting of awards, at a price of $60.13 per share.
• Downward adjustment of 7,277 shares due to performance factors applied to vesting awards.

Future Outlook

Robert M. Plenge received new grants of 17,959 Market Share Units and 26,939 Performance Shares, which are scheduled to cliff vest or convert into common stock on March 10, 2029, subject to performance certification by the Board. The payout factors for these awards are tied to metrics such as Total Return, relative total shareholder return (rTSR), and accumulated dividends.

Industry Context

StockSavvy.ai notes that executive equity compensation, including performance-based awards like Market Share Units and Performance Shares, is a standard practice across the pharmaceutical industry. These structures aim to align executive incentives with long-term shareholder value creation, often incorporating metrics like Total Shareholder Return (TSR) and relative TSR to benchmark against peers.

Stakeholder Impact

• Shareholders: The transactions represent routine executive compensation, aligning management incentives with shareholder interests through equity ownership. The disposition of shares for taxes and performance adjustments are standard and have minimal direct impact on the broader shareholder base.
• Employees: No direct impact on general employees is indicated by this filing.
• Customers: No direct impact on customers is indicated by this filing.

Next Steps

• Vesting of 17,959 Market Share Units on March 10, 2029, subject to performance certification.
• Conversion of 26,939 Performance Shares into common stock in the first quarter of 2029, subject to performance certification.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation activities, including the vesting of equity awards and new grants. Such transactions are generally expected and do not typically provide new information that would warrant a change in investment recommendation for Bristol-Myers Squibb. The filing confirms ongoing alignment of executive incentives with company performance.

Keywords

Bristol-Myers Squibb, BMY, Form 4, Insider Trading, Equity Compensation, Market Share Units, Performance Shares, Executive Compensation, Robert M. Plenge, Stock Vesting, Share Disposition, Tax Withholding