VERTEX PHARMACEUTICALS INC MA
For the period ended Sep 30, 2024. Filed Nov 5, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2024 · Filed Nov 5, 2024
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Item 5. Other Information
Rule 10b5-1 Trading Plans
Our policy governing transactions in our securities by our directors, officers, and employees permits our officers, directors and employees to enter into trading plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The following table describes the written plans for the sale of our securities adopted by our directors and officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934) during the third quarter of 2024, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1 (each, a “Trading Plan”).
| Name and Title | Date of Adoption of Trading Plan | Scheduled Expiration Date of Trading Plan (1) | Maximum Shares Subject to Trading Plan |
|---|---|---|---|
| David AltshulerEVP, Chief Scientific Officer | 8/08/2024 | 8/01/2025 | 30,510(2) |
| Charles F. Wagner, JrEVP, Chief Financial Officer | 8/08/2024 | 8/01/2025 | 6,298 |
| Kristen AmbroseSVP, Chief Accounting Officer | 8/08/2024 | 8/01/2025 | 4,914(2) |
| (1) A Trading Plan may expire on an earlier date if all contemplated transactions are completed before such Trading Plan’s expiration date, upon termination by broker or the holder of the Trading Plan, or as otherwise provided in the Trading Plan. | |||
| (2) The maximum shares listed has not been reduced by the number of shares of common stock that will be withheld to satisfy tax withholding obligations at future vesting dates because such number of shares is not yet determinable. | |||
Jeffrey Leiden Amendment
On November 1, 2024, we entered into an amendment to Dr. Jeffrey Leiden’s employment agreement, which was scheduled to expire on March 31, 2025. Among other things, the amendment extends the term for two years through March 31, 2027 and provides that Dr. Leiden’s equity compensation for each of the final two years of the amended employment agreement will have an aggregate grant date value of $8,000,000.
The foregoing description of the amendment to Dr. Leiden’s employment agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is filed as Exhibit 10.3 to this Quarterly Report on Form 10-Q and incorporated herein by reference.
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