Form 4: Madrigal Director Taub Exercises Options, Sells Shares

Madrigal Pharmaceuticals director Rebecca Taub exercised stock options and subsequently sold a significant number of shares, including a charitable contribution, under a pre-arranged trading plan.

Summary

• Rebecca Taub, a Director of Madrigal Pharmaceuticals, Inc. (MDGL), engaged in multiple transactions on December 10, 2025.
• Exercised stock options to acquire 18,650 shares of common stock at an exercise price of $15.8 per share.
• Sold a total of 18,650 shares of common stock through multiple transactions at weighted average prices ranging from $547.16 to $555.39.
• These sales were conducted under a Rule 10b5-1 trading plan adopted on September 10, 2025.
• Made a charitable contribution of 5,455 shares of common stock.
• Following these transactions, direct beneficial ownership decreased to 455,589 shares.
• Indirectly owns 655,540 shares through SQN LLC.

Sentiment

Score: 5

Explanation: While there was a significant sale of shares by a director, it was executed under a pre-arranged 10b5-1 trading plan, which mitigates the negative signal often associated with insider selling. The exercise of options also indicates a positive view on the stock at the time of exercise.

Positives

• Director Rebecca Taub exercised stock options, indicating value in the underlying shares at the time of exercise.
• The sale prices for the common stock were significantly higher than the option exercise price ($15.8 vs. $547.16 $555.39), indicating a substantial gain for the reporting person.
• A charitable contribution of 5,455 shares was made, which can have tax benefits for the donor.

Negatives

• A significant number of shares (18,650 from option exercise and 5,455 from existing holdings) were disposed of by a director, reducing direct beneficial ownership.
• The total direct beneficial ownership decreased from 479,694 shares (after exercise) to 455,589 shares.

Related Party Transactions

• Rebecca Taub and her spouse are managing members of SQN LLC, which indirectly owns 655,540 shares of Madrigal Pharmaceuticals, Inc. common stock.
• A charitable contribution of 5,455 shares of common stock was made to a donor advised fund.

Stakeholder Impact

• Shareholders may note the reduction in direct beneficial ownership by a director, although the pre-planned nature of the sales lessens the potential negative interpretation.
• The exercise of options and subsequent sale at a high price demonstrates the potential for significant returns for long-term equity holders.

Key Dates

Recommendation

The transactions reported are routine insider activities under a pre-planned 10b5-1 trading plan, which reduces the signaling effect of the sales. While a director sold shares, the exercise of options indicates a prior positive view. Without additional information on company performance or strategic shifts, these transactions alone do not warrant a change from a "hold" position. Investors should consider the company's fundamentals and broader market conditions rather than solely these pre-planned insider sales.

Keywords

Madrigal Pharmaceuticals, MDGL, Rebecca Taub, Insider Trading, Form 4, Stock Options, Share Sale, 10b5-1 Plan, Director Transactions, Beneficial Ownership