Biohaven (BHVN) CFO reports 4,250 RSU vesting and tax share withholding

Rhea-AI Filing Summary

Biohaven Ltd. Chief Financial Officer Matthew Buten reported equity award activity and related tax withholding on common shares. On January 5, 2026, 4,250 restricted share units were exercised at an effective price of $0, delivering the same number of common shares. To cover taxes due on this vesting, 2,594 common shares were withheld by Biohaven at a price of $9.93 per share, and no shares were sold into the market.

After these transactions, Buten directly beneficially owned 195,652 common shares, which includes 544 shares acquired through the Biohaven Employee Share Purchase Plan on May 31, 2025. He also held 8,500 restricted share units following the reported transaction, each representing the right to receive one common share, with the original 17,000-unit grant vesting in four annual installments through January 5, 2028, subject to continued service.

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

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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^*

Buten Matthew

(Last) (First) (Middle)

C/O BIOHAVEN LTD.

215 CHURCH STREET

(Street)

NEW HAVEN CT 06510

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Biohaven Ltd. [ BHVN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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 Shares	01/05/2026		M		4,250	A	$0	198,246(1)	D
Common Shares	01/05/2026		F		2,594(2)	D	$9.93	195,652(1)	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
Restricted Share Unit Award	(3)	01/05/2026		M			4,250	(4)	(5)	Common Shares	4,250	$0(3)	8,500	D

Explanation of Responses:

1. This balance includes 544 shares that were acquired through the Biohaven Employee Share Purchase Plan on May 31, 2025.

2. No shares were sold - these shares were withheld by the Issuer to satisfy tax withholding requirements in connection with the vesting of restricted share units.

3. Each restricted share unit represents the contingent right to receive one common share of the Issuer.

4. The reporting person was granted 17,000 restricted share units on January 5, 2025, vesting in four equal installments on January 5, 2025, 2026, 2027 and 2028, subject to the reporting person's continued service with the Issuer at each vesting date.

5. Not applicable.

Remarks:

	/s/ George Clark, Attorney-in-Fact	01/07/2026
	** 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).
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FAQ

What insider transaction did Biohaven (BHVN) CFO Matthew Buten report?

Matthew Buten reported the vesting and exercise of 4,250 restricted share units into common shares on January 5, 2026, along with related tax withholding in shares.

Were any Biohaven (BHVN) shares sold by the CFO in this Form 4?

No shares were sold into the market. The Form 4 states that 2,594 shares were withheld by Biohaven solely to satisfy tax withholding requirements tied to the vesting of restricted share units.

How many Biohaven (BHVN) common shares does the CFO own after these transactions?

Following the reported transactions, Matthew Buten beneficially owned 195,652 common shares directly, including 544 shares acquired through the Biohaven Employee Share Purchase Plan on May 31, 2025.

What restricted share unit awards does the Biohaven (BHVN) CFO still hold?

After the January 5, 2026 vesting, the CFO held 8,500 restricted share units, each representing the contingent right to receive one Biohaven common share.

What are the vesting terms of the Biohaven (BHVN) CFO’s restricted share units?

The Form 4 notes a grant of 17,000 restricted share units on January 5, 2025, vesting in four equal installments on January 5 of 2025, 2026, 2027 and 2028, subject to the CFO’s continued service with Biohaven at each vesting date.

At what price were shares withheld for taxes on the Biohaven (BHVN) CFO’s RSU vesting?

To satisfy tax withholding on the RSU vesting, 2,594 shares of Biohaven common stock were withheld at a price of $9.93 per share, as reported on the Form 4.