Amgen (NASDAQ: AMGN) SVP covers equity-award taxes with 365 shares

Rhea-AI Filing Summary

Amgen Inc. senior vice president of human resources Derek Miller reported routine share dispositions tied to tax withholding, not open-market sales. On May 2, 2026, a total of 365 shares of Amgen common stock were withheld at $329.82 per share to cover tax liabilities on equity awards.

A footnote explains that his holdings include 123 Dividend Equivalents credited under Amgen’s equity incentive plan, which will be paid out as common shares on a one-for-one basis as related restricted stock units vest.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Miller Derek

Role SVP, Human Resources

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	167	$329.82	$55K
Tax Withholding	Common Stock	198	$329.82	$65K

Holdings After Transaction: Common Stock — 12,006 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withholding shares: 365 shares First withholding lot: 198 shares Second withholding lot: 167 shares +2 more

5 metrics

Tax-withholding shares 365 shares Total shares used for tax withholding on May 2, 2026

First withholding lot 198 shares Common stock, tax-withholding disposition at $329.82 per share

Second withholding lot 167 shares Common stock, tax-withholding disposition at $329.82 per share

Price per share $329.82 per share Value used for tax-withholding dispositions on May 2, 2026

Dividend Equivalents 123 units Credited to unvested RSUs, payable one-for-one in common shares

Key Terms

Dividend Equivalents (DEs), Restricted Stock Units, Equity Incentive Plan, tax-withholding disposition

4 terms

Dividend Equivalents (DEs) financial

"These shares include 123 Dividend Equivalents (DEs) granted pursuant to the Amgen Inc. Second Amended and Restated 2009 Equity Incentive Plan"

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.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

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.

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^*

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Human Resources

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/02/2026		F		167	D	$329.82	12,006	D
Common Stock	05/02/2026		F		198	D	$329.82	11,808(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares include 123 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/ Derek Miller	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Amgen (AMGN) SVP Derek Miller report?

Derek Miller reported share dispositions used to cover tax obligations, not a market sale. On May 2, 2026, 365 Amgen common shares were withheld as payment of tax liabilities related to his equity awards at a reported price of $329.82 per share.

Was Derek Miller’s Form 4 for Amgen (AMGN) an open-market sale?

No, the Form 4 reflects tax-withholding dispositions rather than open-market selling. Code F indicates shares were delivered to satisfy tax liabilities on equity compensation awards, meaning Miller did not actively sell shares into the market for discretionary portfolio reasons.

How many Amgen (AMGN) shares were used for Derek Miller’s tax withholding?

The filing shows 365 Amgen common shares used for tax withholding. These come from two entries of 198 and 167 shares, both recorded on May 2, 2026, at a reported price of $329.82 per share under transaction code F for tax-liability payments.

What does the Dividend Equivalents footnote mean in Derek Miller’s Amgen (AMGN) filing?

The footnote explains that 123 Dividend Equivalents are credited to Miller’s unvested restricted stock units. These Dividend Equivalents will be paid out in Amgen common shares on a one-to-one basis as the related RSUs vest, plus cash for any remaining fractional share amount.

How are Dividend Equivalents on Amgen (AMGN) RSUs paid to Derek Miller?

Dividend Equivalents are credited to his unvested RSUs under Amgen’s equity plan. They are settled in shares of Amgen common stock on a one-for-one basis following the RSUs’ vesting schedule, along with a cash payment to cover any remaining fractional share amount.