ANI Pharmaceuticals (ANIP) SVP reports tax-withholding share disposition

Rhea-AI Filing Summary

ANI Pharmaceuticals senior vice president Ori Gutwerg reported a tax-related share disposition linked to equity vesting. On 02/11/2026, 4,267 shares of common stock were disposed of at $76.25 per share to cover tax withholding in connection with the vesting of 11,578 performance stock units.

Following this tax-withholding transaction, Gutwerg directly beneficially owned 79,757 shares of ANI Pharmaceuticals common stock. The filing characterizes the transaction as exempt under Rule 16(b)-3 because it relates to equity compensation vesting rather than an open-market trade.

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

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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^*

Gutwerg Ori

(Last) (First) (Middle)

C/O ANI PHARMACEUTICALS, INC.

210 MAIN STREET WEST

(Street)

BAUDETTE MN 56623

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ANI PHARMACEUTICALS INC [ ANIP ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		F(1)		4,267	D	$76.25	79,757	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. Shares withheld for tax purposes exempt under Rule 16(b)-3 in connection with the vesting of 11,578 performance stock units, the grant of which was previously reported on April 6, 2023.

Remarks:

	/s/ Ori Gutwerg, by attorney-in-fact Meredith W. Cook	02/13/2026
	** 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 transaction did ANI Pharmaceuticals (ANIP) report for Ori Gutwerg?

ANI Pharmaceuticals reported that executive Ori Gutwerg disposed of 4,267 common shares on February 11, 2026. The shares were withheld to satisfy tax obligations arising from the vesting of 11,578 performance stock units, and were not an open-market buy or sell transaction.

What is the nature of the Form 4 transaction reported by ANIP executive Ori Gutwerg?

The Form 4 shows a tax-withholding disposition, coded "F," rather than a market sale. Shares were withheld by the issuer at $76.25 per share to cover tax liabilities when previously granted performance stock units vested on February 11, 2026.

How many ANI Pharmaceuticals shares does Ori Gutwerg own after this Form 4 filing?

After the reported tax-withholding transaction, Ori Gutwerg directly beneficially owned 79,757 shares of ANI Pharmaceuticals common stock. This reflects his remaining direct holdings following the disposition of 4,267 shares to cover taxes on vested performance stock units.

Why were 4,267 ANIP shares disposed of in Ori Gutwerg’s Form 4 filing?

The 4,267 shares were withheld for tax purposes in connection with the vesting of 11,578 performance stock units. The filing states the transaction is exempt under Rule 16(b)-3 because it represents payment of tax liability tied to equity compensation, not a discretionary market trade.

At what price were the ANI Pharmaceuticals shares valued in the Gutwerg tax-withholding transaction?

The tax-withholding disposition valued the 4,267 ANI Pharmaceuticals common shares at $76.25 per share. This price is used in the Form 4 to calculate the value of shares withheld to satisfy tax obligations associated with the vesting of performance stock units.

What equity award vesting triggered Ori Gutwerg’s Form 4 tax-withholding event at ANIP?

The disposition was triggered by the vesting of 11,578 performance stock units previously granted to Ori Gutwerg. The grant was originally reported on April 6, 2023, and the February 11, 2026 vesting event required shares to be withheld to satisfy related tax liabilities.