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AbbVie (NYSE: ABBV) EVP awarded performance stock and 19,500-share option

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AbbVie Inc. executive Perry C. Siatis, EVP, GC and Secretary, reported multiple equity awards in AbbVie common stock. On February 18, 2026, he acquired several performance-based share awards, including 5,792, 5,628, 5,808 and 16,290 shares, all at a stated price of $0.00 per share.

Footnotes explain these represent performance-vesting awards and restricted stock units granted in 2023, 2024 and 2025, tied to earnings per share, relative total shareholder return and relative return on equity. The performance conditions were certified as achieved, and the related shares are scheduled to be issued on February 28, 2026. He also received an employee stock option covering 19,500 shares, vesting in three equal annual installments starting in 2027.

Positive

  • None.

Negative

  • None.

Insights

Routine performance-based equity vesting and option grant for AbbVie EVP.

The transactions show Perry C. Siatis receiving performance-based stock and restricted stock unit awards, plus a 19,500-share option, all classified as acquisitions rather than open-market purchases. The awards vest based on earnings per share, relative total shareholder return and return on equity metrics already certified by the compensation committee.

The option vests in three 6,500-share installments in 2027, 2028 and 2029 under AbbVie’s incentive plan. These equity grants are standard senior executive compensation mechanisms and do not, by themselves, signal a change in AbbVie’s financial outlook or strategy.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Siatis Perry C

(Last) (First) (Middle)
1 N. WAUKEGAN ROAD

(Street)
NORTH CHICAGO IL 60064

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AbbVie Inc. [ ABBV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, GC AND SECRETARY
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.01 par value 02/18/2026 A 16,290(1) A $0 20,909 D
Common Stock, $0.01 par value 02/18/2026 A 5,792(2) A $0 26,701 D
Common Stock, $0.01 par value 02/18/2026 A 5,628(3) A $0 32,329 D
Common Stock, $0.01 par value 02/18/2026 A 5,808(4) A $0 38,137 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to buy) $230.04 02/18/2026 A 19,500 (5) 02/17/2036 Common Stock 19,500 $0 19,500 D
Explanation of Responses:
1. Represents shares of AbbVie common stock issued under a performance share award granted to the reporting person on February 16, 2023. The award is subject to performance-vesting restrictions based on earnings per share and relative total shareholder return. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of AbbVie's Board of Directors. The shares will be issued to the reporting person on February 28, 2026.
2. Represents shares of AbbVie common stock issued under a performance-vesting restricted stock unit award granted to the reporting person on February 16, 2023. The award is subject to performance-vesting restrictions based on a relative return on equity measure. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of AbbVie's Board of Directors. The shares will be issued to the reporting person on February 28, 2026.
3. Represents shares of AbbVie common stock issued under a performance-vesting restricted stock unit award granted to the reporting person on February 15, 2024. The award is subject to performance-vesting restrictions based on a relative return on equity measure. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of AbbVie's Board of Directors. The shares will be issued to the reporting person on February 28, 2026.
4. Represents shares of AbbVie common stock issued under a performance-vesting restricted stock unit award granted to the reporting person on February 13, 2025. The award is subject to performance-vesting restrictions based on a relative return on equity measure. The performance-vesting restrictions with respect to these shares were released on the date reported in Column 2 above upon certification of performance goal attainment by the Compensation Committee of AbbVie's Board of Directors. The shares will be issued to the reporting person on February 28, 2026.
5. Employee stock option granted pursuant to the AbbVie Amended and Restated 2013 Incentive Stock Program in a transaction exempt from Section 16 under Rule 16b-3. The option becomes exercisable in annual increments of 6,500 on February 18, 2027, 6,500 on February 18, 2028, and 6,500 on February 18, 2029.
/s/ T.O. Odutayo, Attorney-in-Fact for Perry C. Siatis 02/20/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did AbbVie (ABBV) executive Perry C. Siatis report in this Form 4?

Perry C. Siatis reported multiple equity award acquisitions, including several performance-based AbbVie common stock grants and a 19,500-share stock option. These awards reflect executive compensation, not open-market buying or selling of AbbVie shares, and are tied to pre-set performance goals already certified as achieved.

How many stock options did AbbVie (ABBV) grant to Perry C. Siatis?

AbbVie granted Perry C. Siatis an employee stock option covering 19,500 shares of common stock. According to the filing footnote, the option was issued under AbbVie’s 2013 incentive plan and is structured to become exercisable in three equal annual 6,500-share installments beginning in 2027.

When do Perry C. Siatis’s newly vested AbbVie (ABBV) shares get issued?

The filing states these performance-vesting awards will be issued on February 28, 2026. Performance conditions were certified as achieved by AbbVie’s Compensation Committee, releasing vesting restrictions, with actual share issuance scheduled for that specific future date to the reporting executive.

What performance metrics were tied to the AbbVie (ABBV) awards for Perry C. Siatis?

The awards were tied to earnings per share, relative total shareholder return, and a relative return on equity measure. Vesting depended on AbbVie meeting these performance goals, which the Compensation Committee later certified as attained, triggering the release of vesting restrictions on the reported share awards.

Are Perry C. Siatis’s AbbVie (ABBV) Form 4 transactions open-market purchases?

No, the transactions are classified as grants or award acquisitions, not open-market purchases. The reported shares and options were issued under AbbVie’s equity incentive programs at a stated price of $0.00 per share, reflecting compensation rather than discretionary buying on the stock market.

How does the stock option for Perry C. Siatis at AbbVie (ABBV) vest over time?

The employee stock option vests in three equal annual installments of 6,500 shares each. Vesting dates are February 18, 2027, February 18, 2028 and February 18, 2029, as described in the footnote, gradually increasing the executive’s exercisable options over three years.
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