Was the ARVN CEO’s share sale a discretionary open-market trade?

No, the filing states the sale does not represent a discretionary trade. It was made automatically by Arvinas to cover tax withholding obligations tied to the vesting and settlement of restricted stock units granted on May 9, 2025.

Automatic tax sale trims Arvinas (NASDAQ: ARVN) CEO share holdings

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

ARVINAS, INC. reported that President and CEO Randy Teel had 9,657 shares of Common Stock sold on May 11, 2026 at an average price of $9.9374 per share.

According to the disclosure, this sale was made automatically by the company to cover tax withholding obligations tied to the vesting and settlement of restricted stock units granted on May 9, 2025, and is not a discretionary trade. Following the transaction, Teel directly holds 287,218 shares of Arvinas common stock.

Insider Trade Summary

Net Seller: 9,657 shares ($95,965)

Net Sell 1 txn

Insider Teel Randy

Role President and CEO

Sold 9,657 shs ($96K)

Type	Security	Shares	Price	Value
Sale	Common Stock	9,657	$9.9374	$96K

Holdings After Transaction: Common Stock — 287,218 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares sold: 9,657 shares Sale price: $9.9374 per share Shares held after: 287,218 shares +2 more

5 metrics

Shares sold 9,657 shares Automatic sale on May 11, 2026

Sale price $9.9374 per share Average price for May 11, 2026 sale

Shares held after 287,218 shares Direct ownership after transaction

Security type Common Stock Non-derivative security sold

Insider role President and CEO Position of reporting person Randy Teel

Key Terms

restricted stock units (RSUs), tax withholding obligations, open-market sale, Form 4, +1 more

5 terms

restricted stock units (RSUs) financial

"in connection with the vesting and settlement of one-half of the reporting person's restricted stock units (RSUs) granted on May 9, 2025"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

tax withholding obligations financial

"This sale was made automatically by the Issuer to cover tax withholding obligations in connection with the vesting"

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

non-derivative financial

""transaction_type": "non-derivative""

Form 4 Insider Transactions: What Each Field Means →

05/13/2026 - 04:15 PM

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^*

Teel Randy

(Last)

(First)

(Middle)

C/O ARVINAS, INC.

5 SCIENCE PARK, 395 WINCHESTER AVE.

(Street)

NEW HAVEN

CONNECTICUT

06511

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)	Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/11/2026		S		9,657⁽¹⁾	D	$9.9374	287,218	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 one-half of the reporting person's restricted stock units (RSUs) granted on May 9, 2025. The sale does not represent a discretionary trade.

Remarks:

	/s/ Jared Freedberg, as attorney-in-fact for Randy Teel	05/13/2026
	** 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.
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ARVN CEO Randy Teel report?

Randy Teel reported an automatic sale of 9,657 Arvinas common shares. The shares were sold at an average price of $9.9374 each to cover tax withholding obligations from vested restricted stock units granted in May 2025.

Why were Randy Teel's ARVN shares sold in this Form 4 filing?

The shares were sold automatically to satisfy tax withholding obligations. The sale was triggered by the vesting and settlement of one-half of Teel’s restricted stock units granted on May 9, 2025, and is described as not a discretionary trade.

How many ARVINAS (ARVN) shares did the CEO sell and at what price?

The CEO had 9,657 common shares sold at an average price of $9.9374 per share. This transaction was executed by the company to cover tax withholding related to vested restricted stock units, rather than a voluntary open-market decision.

How many ARVINAS (ARVN) shares does Randy Teel own after this transaction?

After the tax-related sale, Randy Teel directly holds 287,218 shares of Arvinas common stock. This figure reflects his remaining direct ownership position as reported in the Form 4 following the May 11, 2026 transaction.