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Kennedy Jr. Gains Significant Stake in Arvinas Through Board Compensation Deal

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Director Edward Moore Kennedy Jr. of Arvinas reported significant equity transactions on June 25, 2025:

  • Acquired 16,025 restricted stock units (RSUs) at $0, bringing direct ownership to 39,430 shares
  • Granted 23,105 stock options with exercise price of $7.80, expiring June 24, 2035
  • Maintains indirect ownership of 29,333 shares through Edward M. Kennedy Jr. 2011 Trusts For Children

Both RSUs and options vest in full on the earlier of June 25, 2026, or the first board meeting after the next annual stockholder meeting, contingent on continued service. The RSUs represent rights to receive common stock upon settlement without consideration. This compensation package aligns with standard director equity incentives and demonstrates long-term commitment to the company.

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Insider Kennedy Edward Moore Jr.
Role Director
Type Security Shares Price Value
Grant/Award Stock Option (right to buy) 23,105 $0.00 --
Grant/Award Common Stock 16,025 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (right to buy) — 23,105 shares (Direct); Common Stock — 39,430 shares (Direct); Common Stock — 29,333 shares (Indirect, Edward M. Kennedy Jr. 2011 Trusts For Children (UAD 11/23/11))
Footnotes (1)
  1. The restricted stock units (each, an "RSU") were granted by the Issuer on June 25, 2025 and each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration. The RSUs shall vest in full on the earlier of June 25, 2026 or the first meeting of the board of directors of the Issuer held after the following annual meeting of stockholders, subject to the reporting person's continued service with the Issuer on the vesting date. This option award was granted on June 25, 2025. The shares underlying the award shall vest in full on the earlier of June 25, 2026 or the first meeting of the board of directors of the Issuer held after the following annual meeting of stockholders, subject to the reporting person's continued service with the Issuer on the vesting date.
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*
Kennedy Edward Moore Jr.
(Last) (First) (Middle)
C/O ARVINAS, INC.
5 SCIENCE PARK, 395 WINCHESTER AVE.
(Street)
NEW HAVEN CT 06511
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ARVINAS, INC. [ ARVN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/25/2025
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 06/25/2025 A 16,025(1) A $0 39,430 D
Common Stock 29,333 I Edward M. Kennedy Jr. 2011 Trusts For Children (UAD 11/23/11)
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
Stock Option (right to buy) $7.8 06/25/2025 A 23,105 (2) 06/24/2035 Common Stock 23,105 $0 23,105 D
Explanation of Responses:
1. The restricted stock units (each, an "RSU") were granted by the Issuer on June 25, 2025 and each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration. The RSUs shall vest in full on the earlier of June 25, 2026 or the first meeting of the board of directors of the Issuer held after the following annual meeting of stockholders, subject to the reporting person's continued service with the Issuer on the vesting date.
2. This option award was granted on June 25, 2025. The shares underlying the award shall vest in full on the earlier of June 25, 2026 or the first meeting of the board of directors of the Issuer held after the following annual meeting of stockholders, subject to the reporting person's continued service with the Issuer on the vesting date.
Remarks:
/s/ Jared Freedberg, as attorney-in-fact for Edward Moore Kennedy, Jr. 06/27/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What stock compensation did ARVN director Edward Kennedy Jr. receive on June 25, 2025?

Edward Kennedy Jr. received two forms of stock compensation on June 25, 2025: (1) 16,025 restricted stock units (RSUs) that vest in full on June 25, 2026 or the first board meeting after the next annual stockholder meeting, and (2) stock options to purchase 23,105 shares at $7.80 per share, with the same vesting schedule.

How many shares of ARVN does Edward Kennedy Jr. directly own after the June 2025 grant?

Following the reported transaction, Edward Kennedy Jr. directly owns 39,430 shares of ARVN common stock. Additionally, he indirectly owns 29,333 shares through the Edward M. Kennedy Jr. 2011 Trusts For Children.

What is the vesting schedule for ARVN's June 2025 director equity grants?

Both the RSUs and stock options granted on June 25, 2025 vest in full on the earlier of: (1) June 25, 2026, or (2) the first board of directors meeting held after the next annual meeting of stockholders, subject to continued service with Arvinas.

What is the exercise price of ARVN stock options granted to Edward Kennedy Jr. in June 2025?

The stock options were granted with an exercise price of $7.80 per share and expire on June 24, 2035. The grant consists of 23,105 options that can be exercised to purchase an equal number of common shares.

How many ARVN shares does Edward Kennedy Jr. control through trusts?

Edward Kennedy Jr. indirectly controls 29,333 shares of ARVN through the Edward M. Kennedy Jr. 2011 Trusts For Children (UAD 11/23/11).