AbbVie COO exercises options, sells 42,370 shares

Rhea-AI Filing Summary

AbbVie EVP and Chief Operations Officer Azita Saleki‑Gerhardt exercised an employee stock option for 42,370 shares of common stock at $54.86 per share, then sold 42,370 shares on August 12, 2025 at a weighted‑average price of about $198.42, based on multiple trades between $198.34 and $198.58 per share. Following these transactions she holds 177,292 AbbVie shares directly, plus indirect interests including 2,647 shares in an AbbVie savings program and 3,873 shares held by her spouse, for which she disclaims beneficial ownership.

Insights

Financial Analyst

TL;DR: Insider exercised options at $54.86 and sold the shares same day at ~ $198.42, reducing direct holdings by 42,370 shares.

This Form 4 documents a routine option exercise and concurrent sale by a senior officer. The exercise converted outstanding employee stock options into 42,370 common shares at the stated exercise price of $54.86 per share, and those shares were sold on the same date at a weighted-average price of $198.42. Post-transaction direct beneficial ownership is reported as 177,292 shares. The filing also discloses small indirect holdings in a savings program (2,647 shares) and shares held by the reporting person’s spouse (3,873), which the reporting person disclaims. For investors, the filing is a clear, contemporaneous disclosure of insider liquidity but does not provide additional company-operating information.

Corporate Governance Expert

TL;DR: Transaction is a standard exercise-and-sale by a named officer; disclosure appears complete with explanatory footnotes.

The filing identifies the reporting person as ABBV’s EVP and Chief Operations Officer and includes required explanations: the exercise was pursuant to the AbbVie 2013 Incentive Stock Program and became exercisable in prior annual increments. The Form 4 includes a footnote disclosing the weighted-average sale price range and offers to provide detailed per-price sale information upon request. The signature is by an attorney-in-fact. From a governance and compliance perspective, the disclosure is appropriately detailed and follows Section 16 reporting norms.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 5 txns

Insider SALEKI-GERHARDT AZITA

Role EVP, CHIEF OPERATIONS OFFICER

Sold 42,370 shs ($8.41M)

Approx. gross sale proceeds $8.41M

Approx. exercise cost $2.32M

Type	Security	Shares	Price	Value
Exercise	Option (Right to Buy)	42,370	$54.86	$2.32M
Exercise	Common Stock, $0.01 par value	42,370	$54.86	$2.32M
Sale	Common Stock, $0.01 par value	42,370	$198.42	$8.41M
holding	Common Stock, $0.01 par value	--	--	--
holding	Common Stock, $0.01 par value	--	--	--

Holdings After Transaction: Option (Right to Buy) — 0 contracts (Direct); Common Stock, $0.01 par value — 177,292 shares (Direct); Common Stock, $0.01 par value — 2,647 shares (Indirect, Profit sharing trust); Common Stock, $0.01 par value — 3,873 shares (Indirect, By spouse)

Footnotes (4)

1. F1. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.34 to $198.58, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. F2. Balance in AbbVie Savings program as of August 1, 2025. Balance includes shares acquired pursuant to a dividend reinvestment feature.
3. F3. The reporting person disclaims beneficial ownership of all securities held by her spouse.
4. F4. 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 became exercisable in annual increments of 14,124 on February 18, 2017, 14,123 on February 18, 2018, and 14,123 on February 18, 2019.

Key Figures

Shares exercised: 42,370 shares Option exercise price: $54.86 per share Shares sold: 42,370 shares +5 more

8 metrics

Shares exercised 42,370 shares Employee stock option exercise for AbbVie common stock

Option exercise price $54.86 per share Exercise of employee stock option into 42,370 shares

Shares sold 42,370 shares Sale of AbbVie common stock on August 12, 2025

Weighted-average sale price $198.42 per share Multiple sale transactions between $198.34 and $198.58

Sale price range $198.34–$198.58 per share Range of prices for the reported share sales

Direct holding after transactions 177,292 shares AbbVie common stock held directly post-transaction

Savings program holding 2,647 shares Balance in AbbVie savings program as of August 1, 2025

Spouse-held shares 3,873 shares Shares held by spouse; beneficial ownership disclaimed

Key Terms

weighted average price, dividend reinvestment feature, profit sharing trust, beneficial ownership, +2 more

6 terms

weighted average price financial

"The price reported in column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

dividend reinvestment feature financial

"Balance includes shares acquired pursuant to a dividend reinvestment feature."

profit sharing trust financial

"Common Stock, $0.01 par value ... nature_of_ownership "Profit sharing trust""

beneficial ownership financial

"The reporting person disclaims beneficial ownership of all securities held by her spouse."

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Incentive Stock Program financial

"Employee stock option granted pursuant to the AbbVie Amended and Restated 2013 Incentive Stock Program"

Rule 16b-3 regulatory

"transaction exempt from Section 16 under Rule 16b-3."

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

FAQ

What did ABBV executive Azita Saleki-Gerhardt report in this Form 4?

Azita Saleki‑Gerhardt reported an option exercise and share sale. She exercised an employee stock option for 42,370 AbbVie shares at $54.86, then sold 42,370 shares at a weighted‑average $198.42, and reported updated direct and indirect share holdings.

How many AbbVie (ABBV) shares did the COO sell and at what price?

She sold 42,370 AbbVie common shares at a weighted‑average $198.42. A footnote states the sale comprised multiple transactions, with prices ranging from $198.34 to $198.58 per share, and offers to provide detailed trade information upon request.

What options did Azita Saleki-Gerhardt exercise in AbbVie (ABBV)?

She exercised an employee stock option for 42,370 shares at $54.86. The option was granted under the AbbVie Amended and Restated 2013 Incentive Stock Program and became exercisable in three annual increments between February 2017 and February 2019.

How many AbbVie (ABBV) shares does Azita Saleki-Gerhardt own after these transactions?

She holds 177,292 AbbVie shares directly after the reported activity. The filing also shows 2,647 shares in an AbbVie savings program and 3,873 shares held by her spouse, though she disclaims beneficial ownership of the spouse-held shares.

What indirect AbbVie (ABBV) holdings are reported for Azita Saleki-Gerhardt?

Indirect holdings include a profit sharing trust and spouse-held shares. The trust reflects 2,647 shares in an AbbVie savings program, including dividend reinvestments, and her spouse holds 3,873 shares, which she reports but disclaims beneficial ownership of.

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Accepted by SEC EDGAR 08/14/2025 - 05:00 PM Learn about SEC filing dates

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^*

SALEKI-GERHARDT AZITA

(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, CHIEF OPERATIONS OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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	08/12/2025		M		42,370	A	$54.86	219,662	D
Common Stock, $0.01 par value	08/12/2025		S		42,370	D	$198.42(1)	177,292	D
Common Stock, $0.01 par value								2,647(2)	I	Profit sharing trust
Common Stock, $0.01 par value								3,873(3)	I	By spouse

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)	$54.86	08/12/2025		M			42,370	(4)	02/17/2026	Common Stock	42,370	$54.86	0	D

Explanation of Responses:

1. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $198.34 to $198.58, inclusive. The reporting person undertakes to provide AbbVie Inc., any security holder of AbbVie Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. Balance in AbbVie Savings program as of August 1, 2025. Balance includes shares acquired pursuant to a dividend reinvestment feature.

3. The reporting person disclaims beneficial ownership of all securities held by her spouse.

4. 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 became exercisable in annual increments of 14,124 on February 18, 2017, 14,123 on February 18, 2018, and 14,123 on February 18, 2019.

	/s/ T.O. Odutayo, Attorney-in-Fact for Azita Saleki-Gerhardt	08/14/2025
	** 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.