Arvinas CMO automatic share sale for tax withholding

Rhea-AI Filing Summary

Arvinas, Inc. Chief Medical Officer Noah Berkowitz reported an automatic sale of 5,685 shares of common stock at $11.89 per share. The shares were sold by the company to cover tax withholding obligations tied to the vesting and settlement of 25% of his restricted stock units granted on February 13, 2025. The transaction was not a discretionary trade. After this sale, Berkowitz directly holds 163,938 shares of Arvinas common stock.

Insider Trade Summary

Net Seller: 5,685 shares

Net Sell 1 txn

Insider Berkowitz Noah

Role Chief Medical Officer

Sold 5,685 shs ($68K)

Type	Security	Shares	Price	Value
Sale	Common Stock	5,685	$11.89	$68K

Holdings After Transaction: Common Stock — 163,938 shares (Direct)

Footnotes (1)

1. F1. This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting and settlement of 25% of the reporting person's restricted stock units (RSUs) granted on February 13, 2025. The sale does not represent a discretionary trade.

FAQ

What insider transaction did Arvinas (ARVN) report for Noah Berkowitz?

Arvinas reported that Chief Medical Officer Noah Berkowitz had 5,685 common shares sold at $11.89 each. The sale was made automatically by the company to cover tax withholding when a portion of his restricted stock units vested and settled.

Was the Arvinas (ARVN) insider share sale by Noah Berkowitz discretionary?

The sale was not discretionary. It was made automatically by Arvinas to cover tax withholding obligations related to the vesting and settlement of 25% of Berkowitz’s restricted stock units granted on February 13, 2025, rather than a voluntary open-market trade.

How many Arvinas (ARVN) shares did Noah Berkowitz sell and at what price?

Noah Berkowitz had 5,685 Arvinas common shares sold at a price of $11.89 per share. The transaction was recorded as an open-market sale used specifically to satisfy tax withholding obligations arising from RSU vesting.

How many Arvinas (ARVN) shares does Noah Berkowitz own after this Form 4 transaction?

Following the tax-related sale, Noah Berkowitz directly owns 163,938 shares of Arvinas common stock. This figure reflects his holdings after 5,685 shares were sold automatically to satisfy tax withholding tied to RSU vesting and settlement.

What triggered the automatic share sale for Arvinas (ARVN) CMO Noah Berkowitz?

The automatic sale was triggered by the vesting and settlement of 25% of Berkowitz’s restricted stock units granted on February 13, 2025. Arvinas sold 5,685 shares to cover associated tax withholding obligations, as disclosed in the Form 4 footnote.

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Accepted by SEC EDGAR 02/18/2026 - 06:12 PM Learn about SEC filing dates

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^*

Berkowitz Noah

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		S		5,685(1)	D	$11.89	163,938	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. This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting and settlement of 25% of the reporting person's restricted stock units (RSUs) granted on February 13, 2025. The sale does not represent a discretionary trade.

Remarks:

	/s/ Christina Bailey, as attorney-in-fact for Noah Berkowitz	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 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.