Form 4: Hologic CEO Exercises, Sells Shares Under 10b5-1 Plan

Hologic's Chairman, President, and CEO, Stephen P. MacMillan, exercised stock options and subsequently sold 138,358 shares of common stock under a pre-arranged 10b5-1 trading plan.

Summary

• Stephen P. MacMillan, Chairman, President, and CEO of Hologic Inc. (HOLX), reported transactions involving the exercise of non-qualified stock options and the sale of common stock.
• On September 22, 2025, Mr. MacMillan exercised options to acquire 138,358 shares of common stock at an exercise price of $39.96 per share.
• Concurrently, he sold a total of 138,358 shares of common stock in three separate transactions.
• The sales were executed at weighted average prices of $66.13 for 22,240 shares, $67.04 for 77,418 shares, and $67.32 for 38,700 shares.
• These transactions were conducted pursuant to a Rule 10b5-1 trading plan adopted on December 12, 2024, designed to exercise and sell stock options expiring on November 5, 2025.
• Following these transactions, Mr. MacMillan directly beneficially owns 1,234,624 shares of common stock, which includes 1,079,673 restricted stock units/performance stock units and 346 shares from the employee stock purchase plan.
• Additionally, Mr. MacMillan indirectly beneficially owns 1,146,829 shares through the MacMillan Family Trust.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider selling can sometimes be viewed negatively, these transactions were pre-planned under a Rule 10b5-1 plan, indicating a systematic approach to managing equity rather than a reaction to new information. The exercise of options and subsequent sale at a profit is a routine event for executives.

Positives

• The exercise of stock options at a lower price ($39.96) and subsequent sale at significantly higher market prices (ranging from $66.13 to $67.32) represents a positive financial outcome for the reporting person.
• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, indicating a structured and pre-determined approach to managing equity holdings rather than a reaction to immediate market conditions.

Negatives

• The sale of a substantial number of shares by a key executive, even if pre-planned, could be perceived negatively by some investors, potentially raising questions about management's long-term outlook or personal liquidity needs.

Risks

• Market perception risk: While the sale was pre-planned, significant insider selling can sometimes lead to negative market sentiment or speculation, potentially impacting the company's stock price.

Future Outlook

This filing is a disclosure of insider transactions and does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This insider transaction report does not provide information directly related to broader industry trends or competitive landscape. It reflects an individual executive's equity management strategy.

Stakeholder Impact

• Shareholders: May observe the executive's stock sales and consider their implications, though the pre-planned nature mitigates immediate concerns.

Key Dates

Keywords

Hologic, HOLX, Stephen MacMillan, Insider Trading, Form 4, Stock Options, 10b5-1 Plan, Share Sale, Executive Compensation