Form 4: Madrigal Pharma General Counsel Sells Shares

Madrigal Pharmaceuticals' General Counsel, Shannon T. Kelley, reported two sales of common stock totaling 692 shares on January 20, 2026, including shares sold for tax withholding and under a 10b5-1 plan.

Summary

• Shannon T. Kelley, General Counsel of Madrigal Pharmaceuticals, Inc. (MDGL), reported changes in beneficial ownership.
• On January 20, 2026, a total of 692 shares of common stock were disposed of.
• The first sale involved 263 shares at a price of $490.77 per share, executed to cover tax withholding obligations related to the vesting of restricted stock units. This sale was automatic and not at the discretion of the reporting person.
• The second sale involved 429 shares at a price of $501.40 per share, made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 7, 2024.
• Following these transactions, Shannon T. Kelley beneficially owns 8,481 shares of Madrigal Pharmaceuticals common stock.

Sentiment

Score: 5

Explanation: Form 4s are routine disclosures of insider transactions. While sales occurred, one was for tax and the other pre-planned, making them generally neutral events rather than signals of management's view on future performance.

Positives

• The vesting of restricted stock units (RSUs) indicates the achievement of performance or time-based criteria, which is a positive for the reporting person's compensation.

Negatives

• General Counsel Shannon T. Kelley disposed of a total of 692 shares of Madrigal Pharmaceuticals common stock, reducing direct ownership.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Stakeholder Impact

• Shareholders: The disposition of 692 shares represents a minor reduction in insider ownership. Given the routine nature (tax withholding, 10b5-1 plan) and relatively small volume, the direct impact on share price or investor sentiment is likely negligible.
• Employees (specifically the reporting person): The vesting of restricted stock units represents a positive compensation event for the General Counsel.

Key Dates

Recommendation

The filing details routine insider transactions, specifically sales for tax withholding and under a pre-arranged 10b5-1 plan. These types of sales are generally not indicative of management's sentiment regarding the company's future prospects and do not provide new information that would warrant a change in investment recommendation. The underlying RSU vesting is a positive for the employee, but the sales themselves are neutral events for the stock's valuation.

Keywords

Madrigal Pharmaceuticals, MDGL, Form 4, insider trading, stock sale, Shannon T Kelley, General Counsel, 10b5-1 plan, restricted stock units, RSU