ADC Therapeutics (ADCT) CMO granted 285,200-share RSU award, 24,603 withheld for taxes

Rhea-AI Filing Summary

ADC Therapeutics SA Chief Medical Officer Receives Equity Award

ADC Therapeutics SA granted Chief Medical Officer Zaki Mohamed an award covering 285,200 Common Shares on February 13, 2026. According to the footnotes, these shares will be delivered upon settlement of restricted share units that vest one-third on the first anniversary of the grant date and one-third on each anniversary thereafter, subject to continued service.

On the same date, 24,603 Common Shares were withheld by the company to cover Mr. Mohamed’s tax withholding obligations related to previously granted restricted share units that vested. After these transactions, he directly owned 682,417 Common Shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Zaki Mohamed

Role Chief Medical Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	285,200	$3.99	$1.14M
Tax Withholding	Common Shares	24,603	$3.99	$98K

Holdings After Transaction: Common Shares — 707,020 shares (Direct)

Footnotes (1)

1. Represents Common Shares to be delivered in settlement of a restricted share unit award which vests one-third on the first anniversary of the grant date, which grant date is February 13, 2026, and then one-third on each anniversary date thereafter, upon continued service through the designated vesting event. Represents the number of Common Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted share units previously granted.

Form 4 Insider Transactions: What Each Field Means →

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^*

Zaki Mohamed

(Last) (First) (Middle)

430 MOUNTAIN AVENUE, SUITE 404

(Street)

NEW PROVIDENCE NJ 07974

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ADC Therapeutics SA [ ADCT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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 Shares	02/13/2026		A		285,200(1)	A	$3.99	707,020	D
Common Shares	02/13/2026		F		24,603(2)	D	$3.99	682,417	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

Explanation of Responses:

1. Represents Common Shares to be delivered in settlement of a restricted share unit award which vests one-third on the first anniversary of the grant date, which grant date is February 13, 2026, and then one-third on each anniversary date thereafter, upon continued service through the designated vesting event.

2. Represents the number of Common Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of restricted share units previously granted.

Remarks:

	/s/ Lisa Kallebo, Attorney-in-Fact for Mohamed Zaki	02/18/2026
	** 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 ADC Therapeutics (ADCT) disclose about Zaki Mohamed’s new share award?

ADC Therapeutics granted Chief Medical Officer Zaki Mohamed an award covering 285,200 Common Shares. The award reflects restricted share units that will settle in shares as they vest over time, aligning his compensation with the company’s long-term performance.

How do the restricted share units for ADC Therapeutics’ CMO vest?

The restricted share units for ADC Therapeutics’ CMO vest in three equal parts. One-third vests on the first anniversary of the February 13, 2026 grant date, and one-third vests on each subsequent anniversary, contingent on his continued service with the company.

Why were 24,603 ADC Therapeutics (ADCT) shares disposed of in this Form 4?

The 24,603 Common Shares were withheld by ADC Therapeutics to satisfy Zaki Mohamed’s tax withholding obligations. This occurred in connection with the vesting of restricted share units previously granted, and represents a tax-withholding disposition rather than an open-market sale.

How many ADC Therapeutics shares does Zaki Mohamed own after these transactions?

Following the share award and tax-withholding disposition, Zaki Mohamed directly owns 682,417 Common Shares of ADC Therapeutics. This figure reflects his updated direct holdings after the vesting-related tax withholding on February 13, 2026.

Is the ADC Therapeutics Form 4 for ADCT a market purchase or sale of shares?

The Form 4 does not report an open-market purchase or sale. It records a grant of restricted share units covering 285,200 shares and a withholding of 24,603 shares by the company to cover tax obligations on previously vested units.

What role does Zaki Mohamed hold at ADC Therapeutics (ADCT) in this Form 4?

In this Form 4, Zaki Mohamed is identified as the Chief Medical Officer of ADC Therapeutics. The reported transactions relate to his equity-based compensation, including newly granted restricted share units and shares withheld for associated tax obligations.