STOCK TITAN

Amgen (NASDAQ: AMGN) HR SVP reports 151-share tax-withholding disposition

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

Rhea-AI Filing Summary

Amgen Inc. senior vice president of human resources Derek Miller reported a small tax-related share disposition. On May 7, 2026, 151 shares of Amgen common stock were withheld at $331.11 per share to cover tax obligations, a non-market transaction. After this event, Miller directly holds 12,444 shares, which include 99 dividend equivalents tied to unvested restricted stock units that will settle in shares as they vest.

Positive

  • None.

Negative

  • None.
Insider Miller Derek
Role SVP, Human Resources
Type Security Shares Price Value
Tax Withholding Common Stock 151 $331.11 $50K
Holdings After Transaction: Common Stock — 12,444 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Tax-withheld shares 151 shares Tax-withholding disposition on May 7, 2026
Withholding price $331.11 per share Value used for tax-withholding shares
Shares held after transaction 12,444 shares Direct holdings following May 7, 2026 transaction
Dividend equivalents 99 DEs Credited to unvested RSUs under Amgen equity plan
tax-withholding disposition financial
"151 shares of Amgen common stock were disposed of for tax withholding."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Dividend Equivalents financial
"These shares include 99 Dividend Equivalents (DEs) granted pursuant to the Amgen Inc. Second Amended and Restated 2009 Equity Incentive Plan"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Restricted Stock Units financial
"DEs are credited to the reporting person's unvested Restricted Stock Units and are paid out in shares"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Equity Incentive Plan financial
"granted pursuant to the Amgen Inc. Second Amended and Restated 2009 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
SEC Form 4
FORM 4UNITED 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*
Miller Derek

(Last)(First)(Middle)
ONE AMGEN CENTER DRIVE

(Street)
THOUSAND OAKS CALIFORNIA 91320

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
AMGEN INC [ AMGN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Human Resources
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/07/2026F151D$331.1112,444(1)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. These shares include 99 Dividend Equivalents (DEs) granted pursuant to the Amgen Inc. Second Amended and Restated 2009 Equity Incentive Plan and subject to a qualifying dividend reinvestment plan. DEs are credited to the reporting person's unvested Restricted Stock Units and are paid out in shares of the Company's common stock on a one-to-one basis according to the vesting schedule, along with a cash payment for any remaining fractional share amount.
/s/ Andrea A. Robinson, attorney-in-fact for Mr. Miller05/11/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Amgen (AMGN) executive Derek Miller report in this Form 4?

Derek Miller reported a tax-withholding disposition of 151 Amgen common shares. The shares were withheld by the company to satisfy tax obligations related to equity compensation, rather than sold in the open market.

How many Amgen (AMGN) shares were involved in Derek Miller’s tax withholding?

The Form 4 shows 151 shares of Amgen common stock were disposed of for tax withholding. The transaction price was $331.11 per share, reflecting the value used to calculate the tax obligation.

Does Derek Miller still hold Amgen (AMGN) shares after this transaction?

Yes. After the tax-withholding disposition, Derek Miller directly holds 12,444 Amgen shares. This total includes 99 dividend equivalents credited to his unvested restricted stock units, which will pay out in shares as those awards vest.

Was this Amgen (AMGN) Form 4 an open-market sale by Derek Miller?

No. The Form 4 describes a tax-withholding disposition, code F, where 151 shares were delivered to cover tax liabilities. This is a compensation-related, non-market transaction, not a voluntary open-market sale of shares by the executive.

What are dividend equivalents mentioned in Derek Miller’s Amgen (AMGN) filing?

The filing notes 99 dividend equivalents (DEs) tied to unvested restricted stock units. These DEs are credited under Amgen’s equity plan and pay out in shares of common stock, plus cash for any fractional amounts, following the RSUs’ vesting schedule.