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Arvinas, Inc. (ARVN) CEO Randy Teel details stock, option and RSU holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Arvinas, Inc. President and CEO Randy Teel reports his direct holdings of common stock and stock options in the company. The filing lists multiple option and restricted stock unit grants made between 2018 and 2025, with vesting schedules extending through 2029 and generally contingent on continued service. It also notes shares previously purchased under the 2018 Employee Stock Purchase Plan. The report does not show any stock purchases or sales, only existing equity awards and holdings.

Positive

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SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
Teel Randy

(Last) (First) (Middle)
C/O ARVINAS, INC.
5 SCIENCE PARK, 395 WINCHESTER AVE.

(Street)
NEW HAVEN CT 06511

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
02/12/2026
3. Issuer Name and Ticker or Trading Symbol
ARVINAS, INC. [ ARVN ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 12,396(1) D
Common Stock 59,600(2) D
Common Stock 46,638(3) D
Common Stock 11,072(4) D
Common Stock 18,713(5) D
Common Stock 10,466(6) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (7) 05/08/2035 Common Stock 91,000 $6.61 D
Stock Option (right to buy) (8) 02/12/2035 Common Stock 71,212 $17.67 D
Stock Option (right to buy) (9) 05/20/2034 Common Stock 19,675 $34.65 D
Stock Option (right to buy) (10) 02/22/2034 Common Stock 34,161 $47 D
Stock Option (right to buy) (11) 02/21/2033 Common Stock 38,350 $34.37 D
Stock Option (right to buy) (12) 02/22/2032 Common Stock 52,400 $64.19 D
Stock Option (right to buy) (13) 02/25/2031 Common Stock 37,000 $78.3 D
Stock Option (right to buy) (14) 02/26/2030 Common Stock 40,000 $47.38 D
Stock Option (right to buy) (15) 02/28/2029 Common Stock 46,945 $19.36 D
Stock Option (right to buy) (16) 09/25/2028 Common Stock 104,605 $16 D
Explanation of Responses:
1. Includes 1,509 shares of common stock of the Issuer previously purchased by the reporting person under the issuer's 2018 Employee Stock Purchase Plan.
2. The restricted stock units (each, an "RSU") were granted by the Issuer on May 9, 2025, pursuant to its 2018 Stock Incentive Plan (the "Plan") and each RSU represents a contingent right to receive one share of the issuer's common stock upon settlement for no consideration. The RSUs vest over two years: 1/2 of the shares underlying the award will vest on May 9, 2026, with the remainder of the shares vesting on May 9, 2027, subject to the reporting person's continued service with the Issuer on each vesting date.
3. The RSUs were granted by the Issuer on February 13, 2025, pursuant to its Plan and each RSU represents a contingent right to receive one share of the issuer's common stock upon settlement for no consideration. The RSUs vest over four years: 25% of the RSUs will vest on each of February 13, 2026, February 13, 2027, February 13, 2028 and February 13, 2029, subject to the reporting person's continued service with the Issuer on each vesting date.
4. The RSUs were granted by the Issuer on May 21, 2024, in connection with the reporting person being named as Chief Business Officer of the Issuer, pursuant to its Plan and each RSU represents a contingent right to receive one share of the issuer's common stock upon settlement for no consideration. The RSUs vest over two years: 1/2 of the shares underlying the award vested on May 21, 2025, with the remainder of the shares vesting on May 21, 2026, subject to the reporting person's continued service with the Issuer on each vesting date. The RSU amount reflects that 2,228 shares were sold to pay for taxes following the May 21, 2025 vesting.
5. The RSUs were granted by the Issuer on February 23, 2024, pursuant to its Plan and each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration. The RSUs vest over two years: 1/2 of the shares underlying the award vested on February 23, 2025, with the remainder of the shares vesting in on February 23, 2026, subject to the reporting person's continued service with the Issuer on each vesting date. The RSU amount reflects that 4,380 shares were sold to pay for taxes following the February 23, 2025 vesting.
6. The RSUs were granted by the Issuer on February 22, 2023, pursuant to the Plan and each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration. The RSUs vest over four years: 25% of the RSUs vested on each of February 22, 2024 and February 22, 2025, with the remaining RSUs vesting on each of February 22, 2026 and February 22, 2027, subject to the reporting person's continued service with the Issuer on each vesting date. The RSU amount reflects that 1,184 and 1,125 shares were sold to pay for taxes following the February 22, 2024 and February 22, 29025 vestings, respectively.
7. The option was granted by the Issuer on May 9, 2025, pursuant to the Plan. The shares underlying the option will vest over two years: 1/2 of the shares underlying the award shall vest on May 9, 2026, with the remainder of the shares vesting on May 9, 2027, subject to the reporting person's continued service with the Issuer on each vesting date.
8. The option was granted by the Issuer on February 13, 2025, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award will vest on February 13, 2026, with the remainder of the shares vesting in equal monthly installments following February 13, 2026 through February 13, 2029, subject to the reporting person's continued service with the Issuer on each vesting date.
9. The option was granted by the Issuer on May 21, 2024, in connection with the reporting person being named as Chief Business Officer of the Issuer, pursuant to the Plan. The shares underlying the option vest over two years: 1/2 of the shares underlying the award vested on May 21, 2025, with the remainder of the shares vesting on May 21, 2026, subject to the reporting person's continued service with the Issuer on each vesting date.
10. The option was granted by the Issuer on February 23, 2024, pursuant to the Plan. The shares underlying the option vest over two years: 1/2 of the shares underlying the award vested on February 23, 2025, with the remainder of the shares vesting on February 23, 2026, subject to the reporting person's continued service with the Issuer on each vesting date.
11. The option was granted by the Issuer on February 22, 2023, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on February 22, 2024, with the remainder of the shares vesting in equal monthly installments following February 22, 2024 through February 23, 2027, subject to the reporting person's continued service with the Issuer on each vesting date.
12. The option was granted by the Issuer on February 23, 2022, pursuant to the Plan. The shares underlying the option vest over four years: 1/4 of the shares underlying the award vested on February 23, 2023, with the remainder of the shares vesting in equal monthly installments following February 23, 2023 through February 23, 2026, subject to the reporting person's continued service with the Issuer on each vesting date.
13. The option was granted by the Issuer on February 26, 2021, pursuant to the Plan. The shares underlying the option vested over four years: 1/4 of the shares underlying the award vested on February 26, 2022, and the remainder of the shares vested in equal monthly installments following February 23, 2022 through February 23, 2025.
14. The option was granted by the Issuer on February 27, 2020, pursuant to the Plan. The shares underlying the option vested over four years: 1/4 of the shares underlying the award vested on February 27, 2021, and the remainder of the shares vested in equal monthly installments following February 27, 2021 through February 27, 2024.
15. The option was granted by the Issuer on March 1, 2019, pursuant to the Plan. The shares underlying the option vested over four years: 1/4 of the shares underlying the award vested on March 1, 2020, and the remainder of the shares vested in equal monthly installments following March 1, 2020 through March 1, 2023.
16. The option was granted by the Issuer on September 26, 2018, pursuant to the Plan. The shares underlying the option vested over four years: 1/4 of the shares underlying the award vested on May 14, 2019, and the remainder of the shares vested in equal monthly installments following May 14, 2019 through May 14, 2022.
Remarks:
/s/ Jared Freedberg, as attorney-in-fact for Randy Teel 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 5 (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 does Randy Teel report owning in Arvinas (ARVN)?

Randy Teel reports direct holdings of Arvinas common stock and multiple stock options and restricted stock units. These equity awards were granted over several years and provide rights to receive or purchase Arvinas shares under specified vesting schedules and conditions.

Are there any stock purchases or sales in this Arvinas (ARVN) Form 3?

No purchases or sales are reported. The Form 3 lists Randy Teel’s existing holdings in common stock, stock options, and restricted stock units, along with vesting terms, rather than new open-market or other buy or sell transactions in Arvinas shares.

How do Randy Teel’s Arvinas (ARVN) RSUs vest over time?

The RSUs generally vest over two- or four-year periods, with portions vesting on specific dates such as May 9, 2026 and 2027, and February 13 from 2026 through 2029, each subject to Randy Teel’s continued service with Arvinas on the relevant vesting dates.

What stock option grants are disclosed for Randy Teel at Arvinas (ARVN)?

The filing details multiple stock option grants made between 2018 and 2025 under Arvinas’ 2018 Stock Incentive Plan. These options vest over two or four years, often with an initial 25% or 50% vesting on a set date and remaining portions vesting in monthly installments.

Does the Arvinas (ARVN) filing mention shares from an employee stock purchase plan?

Yes. The filing states that Randy Teel’s holdings include 1,509 shares of Arvinas common stock previously purchased under the company’s 2018 Employee Stock Purchase Plan, in addition to stock options and restricted stock units granted under the 2018 Stock Incentive Plan.

Are any Arvinas (ARVN) RSU or option amounts adjusted for tax-related sales?

Yes. Some RSU amounts reflect shares sold to cover taxes after vesting. For example, awards granted in February 2023 and February 2024 note that specific numbers of shares were sold to pay taxes following vesting events in 2024 and 2025.
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