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AbbVie (NYSE: ABBV) SVP awarded options and performance-based stock grants

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

AbbVie Inc. senior vice president and controller David Ryan Purdue reported multiple equity awards and holdings changes. On February 18, 2026, he acquired an option to buy 4,875 shares of AbbVie common stock at an exercise price set by the company’s incentive plan, recorded at $0.00 per share for reporting purposes.

On the same date, he also acquired several blocks of AbbVie common stock as grants or awards: 2,505 shares, 890 shares, 1,292 shares, and 1,384 shares, all reported at $0.00 per share as they were issued under performance-based share and restricted stock unit awards. Footnotes explain these awards were tied to earnings per share, relative total shareholder return, and relative return on equity goals, with vesting confirmed by AbbVie’s Compensation Committee and the shares scheduled to be issued on February 28, 2026.

The filing also notes 543 shares of AbbVie common stock held indirectly through a profit sharing trust as part of the AbbVie savings program as of February 20, 2026, including shares acquired via dividend reinvestment. The employee stock option vests in annual increments of 1,625 shares on February 18 of 2027, 2028, and 2029.

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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*
Purdue David Ryan

(Last) (First) (Middle)
1 NORTH 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)
SVP, Controller
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 2,505(1) A $0 7,010 D
Common Stock, $0.01 par value 02/18/2026 A 890(2) A $0 7,900 D
Common Stock, $0.01 par value 02/18/2026 A 1,292(3) A $0 9,192 D
Common Stock, $0.01 par value 02/18/2026 A 1,384(4) A $0 10,576 D
Common Stock, $0.01 par value 543(5) I Profit sharing trust
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 4,875 (6) 02/17/2036 Common Stock 4,875 $0 4,875 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. Balance in AbbVie Savings program as of February 20, 2026. Balance includes shares acquired pursuant to a dividend reinvestment feature.
6. 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 1,625 on February 18, 2027, 1,625 on February 18, 2028, and 1,625 on February 18, 2029.
/s/ T.O. Odutayo, Attorney-in-Fact for David R. Purdue 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 insider transactions did AbbVie (ABBV) executive David Ryan Purdue report?

David Ryan Purdue reported multiple equity awards on February 18, 2026, including an option for 4,875 shares and several grants of AbbVie common stock. These were issued at $0.00 per share as compensation awards tied to performance goals and long-term incentive programs.

How many AbbVie (ABBV) stock options did the SVP, Controller receive in this Form 4?

The AbbVie SVP, Controller received an employee stock option covering 4,875 AbbVie common shares. The option was granted under the AbbVie Amended and Restated 2013 Incentive Stock Program and becomes exercisable in three equal annual installments of 1,625 shares starting February 18, 2027.

What performance conditions are attached to David Ryan Purdue’s AbbVie (ABBV) share awards?

The reported AbbVie share awards are subject to performance-vesting conditions based on earnings per share, relative total shareholder return, and relative return on equity. Vesting occurred after the Compensation Committee certified goal attainment, with shares scheduled to be issued to Purdue on February 28, 2026.

When will the AbbVie (ABBV) performance share and RSU awards be issued to David Ryan Purdue?

The performance share and performance-vesting restricted stock unit awards reported in this filing will be issued to David Ryan Purdue on February 28, 2026. Vesting restrictions were released on February 18, 2026 after AbbVie’s Compensation Committee certified that the specified performance goals were met.

What indirect AbbVie (ABBV) holdings does David Ryan Purdue report in this Form 4?

David Ryan Purdue reports 543 AbbVie shares held indirectly through a profit sharing trust in the AbbVie savings program as of February 20, 2026. This balance includes shares accumulated via a dividend reinvestment feature within the program, separate from his directly held equity awards.

How do the AbbVie (ABBV) stock options granted to David Ryan Purdue vest over time?

The 4,875-share AbbVie stock option granted to David Ryan Purdue vests in three equal annual installments. The option becomes exercisable for 1,625 shares on February 18, 2027, another 1,625 shares on February 18, 2028, and the remaining 1,625 shares on February 18, 2029.
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