Alnylam Pharmaceuticals (ALNY) EVP logs PSU vesting and tax share sales

Rhea-AI Filing Summary

Alnylam Pharmaceuticals executive Tolga Tanguler, EVP and Chief Commercial Officer, reported equity compensation activity and related tax sales. On January 11, 2026, he received 3,800 shares of common stock upon vesting of 40% of a performance-based stock unit granted on March 1, 2024, after the company publicly reported $2.5 billion in annual net product revenue under GAAP, as determined by the board’s People, Culture and Compensation Committee.

On January 12, 2026, the company automatically sold multiple small blocks of Tanguler’s shares pursuant to a mandatory sell-to-cover provision to satisfy minimum statutory tax withholding obligations, at weighted average prices across a range of transaction prices. Following these transactions, Tanguler directly beneficially owned 29,728 shares of Alnylam common stock.

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

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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^*

Tanguler Tolga

(Last) (First) (Middle)

675 WEST KENDALL STREET

HENRI A. TERMEER SQUARE

(Street)

CAMBRIDGE MA 02142

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALNYLAM PHARMACEUTICALS, INC. [ ALNY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/11/2026

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	01/11/2026		A(1)		3,800	A	$0.0	31,238	D
Common Stock	01/12/2026		S(2)		39	D	$353.95(3)	31,199	D
Common Stock	01/12/2026		S(2)		42	D	$355.16(4)	31,157	D
Common Stock	01/12/2026		S(2)		41	D	$356.09(5)	31,116	D
Common Stock	01/12/2026		S(2)		96	D	$357.17(6)	31,020	D
Common Stock	01/12/2026		S(2)		123	D	$358.18(7)	30,897	D
Common Stock	01/12/2026		S(2)		85	D	$359.14(8)	30,812	D
Common Stock	01/12/2026		S(2)		155	D	$360.22(9)	30,657	D
Common Stock	01/12/2026		S(2)		98	D	$361.45(10)	30,559	D
Common Stock	01/12/2026		S(2)		73	D	$362.38(11)	30,486	D
Common Stock	01/12/2026		S(2)		47	D	$363.55(12)	30,439	D
Common Stock	01/12/2026		S(2)		199	D	$364.83(13)	30,240	D
Common Stock	01/12/2026		S(2)		220	D	$365.56(14)	30,020	D
Common Stock	01/12/2026		S(2)		50	D	$366.41(15)	29,970	D
Common Stock	01/12/2026		S(2)		41	D	$367.4(16)	29,929	D
Common Stock	01/12/2026		S(2)		92	D	$368.62(17)	29,837	D
Common Stock	01/12/2026		S(2)		40	D	$369.48(18)	29,797	D
Common Stock	01/12/2026		S(2)		19	D	$370.87(19)	29,778	D
Common Stock	01/12/2026		S(2)		2	D	$372.46(20)	29,776	D
Common Stock	01/12/2026		S(2)		14	D	$374.44(21)	29,762	D
Common Stock	01/12/2026		S(2)		19	D	$375.65	29,743	D
Common Stock	01/12/2026		S(2)		15	D	$377.82	29,728	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. On March 1, 2024, the reporting person was granted a performance-based stock unit (PSU) under the 2018 Stock Incentive Plan. The shares subject to the PSU vest based on the achievement of three specified performance measures. The shares reported were issued to the reporting person upon vesting of forty (40) percent of the shares subject to the PSU based on the issuer publicly reporting $2.5 billion in annual net product revenue in accordance with GAAP, as determined by the People, Culture and Compensation Committee of the Issuer Board of Directors on January 11, 2026.

2. Represents shares automatically sold by the Company on behalf of the reporting person pursuant to a mandatory sell-to-cover provision in the award agreement to cover minimum statutory tax withholding obligations.

3. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $353.53 to $354.41. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

4. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $354.54 to $355.53. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

5. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $356.62 to $356.61. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

6. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $356.63 to $357.63. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

7. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $357.68 to $358.68. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

8. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $358.69 to $359.66. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

9. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $359.79 to $360.79. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

10. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $360.90 to $361.89. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

11. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $361.93 to $362.92. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

12. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $362.99 to $363.99. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

13. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $364.00 to $365.00. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

14. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $365.01 to $366.01. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

15. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $366.03 to $366.96. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

16. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $367.04 to $368.00. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

17. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $368.09 to $369.08. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

18. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $369.13 to $369.93. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

19. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $370.43 to $371.23. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

20. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $372.35 to $372.50. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

21. The price reported represents the weighted average sales price of shares sold in multiple transactions at prices ranging from $374.08 to $374.89. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

	By: Brett Budzinski, Attorney-in-Fact For: Tolga Tanguler	01/14/2026
	** 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.
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FAQ

What insider activity did ALNY EVP Tolga Tanguler report on this Form 4?

The filing reports that EVP and Chief Commercial Officer Tolga Tanguler received 3,800 shares of Alnylam common stock from vesting of a performance-based stock unit on January 11, 2026, and that multiple small share sales occurred on January 12, 2026 under a mandatory sell-to-cover provision to satisfy minimum tax withholding obligations.

What performance goal triggered the 3,800 PSUs vesting for ALNYs EVP?

The 3,800 shares vested from a performance-based stock unit granted on March 1, 2024, after Alnylam publicly reported $2.5 billion in annual net product revenue in accordance with GAAP, as determined by the People, Culture and Compensation Committee of the board on January 11, 2026.

Were the ALNY insider share sales discretionary or related to taxes?

According to the filing, the shares sold on January 12, 2026 represent shares automatically sold by the company on behalf of the reporting person under a mandatory sell-to-cover provision in the award agreement to cover minimum statutory tax withholding obligations.

What prices were reported for the ALNY insider tax-related share sales?

The filing reports weighted average sales prices for the January 12, 2026 transactions, with separate ranges such as $353.53 to $354.41, $354.54 to $355.53, and additional ranges up to $374.08 to $374.89, for multiple small blocks of common stock sold.

How many ALNY shares does EVP Tolga Tanguler own after these transactions?

After the reported grant and subsequent sell-to-cover transactions, EVP Tolga Tanguler beneficially owns 29,728 shares of Alnylam Pharmaceuticals common stock directly.

What role does Tolga Tanguler hold at Alnylam Pharmaceuticals (ALNY)?

The reporting person, Tolga Tanguler, is identified in the filing as an officer of Alnylam Pharmaceuticals with the title EVP, Chief Commercial Officer.

Was any derivative security activity reported for ALNYs EVP in this Form 4?

The derivative securities table is included in the form, but the excerpt provided does not list any specific derivative securities acquired or disposed of; the detailed activity disclosed relates to common stock transactions tied to a performance-based stock unit vesting and related tax sales.