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Arrowhead (ARWR) Form 4: Officer sold 15,000 shares under 10b5-1 plan

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

James C. Hamilton, Chief Medical Officer of Arrowhead Pharmaceuticals (ARWR), reported a sale of 15,000 shares of common stock on 09/12/2025 at $30 per share under a pre-established 10b5-1 trading plan. After the transaction he beneficially owns 232,122 shares, which includes previously reported shares underlying restricted stock units, some of which remain subject to vesting.

The Form 4 discloses the transaction and the reporting person’s relationship to the issuer (Officer and Director). The filing clarifies the sale was pursuant to the trading plan and that a portion of the reported holdings represents unvested restricted stock units.

Positive

  • Sale conducted under a 10b5-1 trading plan, indicating pre-established execution terms
  • Reporting person retains 232,122 shares, including RSUs, showing continued ownership exposure

Negative

  • Insider sale of 15,000 shares on 09/12/2025 at $30 that reduces the reporting person's immediate stake

Insights

TL;DR: Insider sale executed under a 10b5-1 plan; continued substantial beneficial ownership remains, including RSUs.

The sale of 15,000 shares by the Chief Medical Officer was executed under a documented 10b5-1 plan, which reduces concerns about opportunistic timing by the insider. The filing also confirms continued beneficial ownership of 232,122 shares, some tied to restricted stock units that remain subject to vesting. From a governance perspective, the presence of a formal trading plan and the retention of a significant stake are neutral-to-moderately positive signals about alignment with shareholders.

TL;DR: Officer disposed of a modest number of shares; remaining stake and RSUs keep exposure to company performance.

The disposal of 15,000 shares at $30 per share is a straightforward reporting event. The disclosure that a portion of the 232,122 shares represents restricted stock units highlights that part of the insider’s economic exposure is tied to future vesting. This transaction alone does not provide information on company fundamentals or materially change ownership concentration based on the data provided.

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).
1. Name and Address of Reporting Person*
Hamilton James C

(Last) (First) (Middle)
177 EAST COLORADO BLVD
SUITE 700

(Street)
PASADENA CA 91105

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ARROWHEAD PHARMACEUTICALS, INC. [ ARWR ]
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)
09/12/2025
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 09/12/2025 S(1) 15,000 D $30 232,122(2) 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 were sold pursuant to a 10b5-1 trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
2. Includes previously reported shares of common stock underlying Restricted Stock Units granted to the Reporting person, a portion of which are still subject to certain vesting conditions.
Remarks:
/s/James Hamilton 09/16/2025
** 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.

FAQ

What did ARWR insider James C. Hamilton report on the Form 4?

The filing reports a sale of 15,000 shares of Arrowhead Pharmaceuticals common stock on 09/12/2025 at $30 per share.

Was the sale by the ARWR officer part of a trading plan?

Yes. The sale was executed pursuant to a 10b5-1 trading plan adopted by the reporting person.

How many ARWR shares does James C. Hamilton beneficially own after the sale?

He beneficially owns 232,122 shares following the reported transaction, which includes previously reported restricted stock units.

Do the reported holdings include restricted stock units (RSUs)?

Yes. The filing states that the total includes shares underlying restricted stock units, some of which remain subject to vesting.

What is James Hamilton’s role at Arrowhead Pharmaceuticals?

He is reported as Chief Medical Officer and is indicated as an officer and director on the Form 4.
Arrowhead Pharma

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9.24B
129.83M
4.43%
77.49%
9.21%
Biotechnology
Pharmaceutical Preparations
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United States
PASADENA