Bristol Myers (NYSE: BMY) EVP reports equity vesting, tax withholding and new performance awards
Rhea-AI Filing Summary
Bristol Myers Squibb executive Cari Gallman reported multiple equity-compensation transactions tied to prior and new long‑term incentive awards. On March 10, 2026, she exercised or converted derivative awards into a total of 6,980 shares of common stock, reflecting vesting of earlier market share units and performance shares granted in prior years.
The company withheld 2,165 shares at a price of $60.13 per share to cover tax obligations upon vesting, which is not an open‑market sale. Gallman also received new grants of 26,122 market share units and 39,184 performance share units that run through 2029, with payouts based on multi‑year stock price and performance formulas described in the award terms.
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Insights
Routine equity vesting, tax withholding, and new long-term awards; no open-market trading.
Cari Gallman, EVP and General Counsel of Bristol Myers Squibb, reported equity activity driven by compensation plans. She exercised or converted derivative awards into 6,980 common shares, corresponding to vesting of market share units and performance shares earned under prior multi‑year programs.
The filing shows 2,165 shares withheld at $60.13 per share for taxes, which is a mechanistic disposition rather than a discretionary sale. New grants of 26,122 market share units and 39,184 performance share units extend incentives to 2029, with payouts tied to total shareholder return formulas and Board certification of performance. Overall, this looks like standard executive compensation rather than a directional bet on the stock.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Market Share Units | 912 | $0.00 | -- |
| Exercise | Market Share Units | 867 | $0.00 | -- |
| Exercise | Performance Shares | 5,201 | $0.00 | -- |
| Grant/Award | Market Share Units | 26,122 | $0.00 | -- |
| Grant/Award | Performance Shares | 39,184 | $0.00 | -- |
| Exercise | Common Stock, $0.10 par value | 912 | $0.00 | -- |
| Other | Common Stock, $0.10 par value | 102 | $0.00 | -- |
| Tax Withholding | Common Stock, $0.10 par value | 415 | $60.13 | $25K |
| Exercise | Common Stock, $0.10 par value | 867 | $0.00 | -- |
| Other | Common Stock, $0.10 par value | 94 | $0.00 | -- |
| Tax Withholding | Common Stock, $0.10 par value | 396 | $60.13 | $24K |
| Exercise | Common Stock, $0.10 par value | 5,201 | $0.00 | -- |
| Other | Common Stock, $0.10 par value | 2,554 | $0.00 | -- |
| Tax Withholding | Common Stock, $0.10 par value | 1,354 | $60.13 | $81K |
Footnotes (1)
- Represents vesting of one-quarter of market share units granted on March 10, 2022. Represents a downward adjustment to the number of shares acquired upon the vesting of market share units due to the performance factor. Shares withheld for payment of taxes upon vesting of awards. Represents vesting of one-quarter of market share units granted on March 10, 2023. Amount represents distribution of performance shares earned under the 2023-2025 Long-Term Performance Award. Adjustment to award based on the performance factor applied in accordance with the terms of the award and certification of performance results by the Board. Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is a ratio of the average of the closing price on the measurement date plus the nine prior trading days divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor that must be achieved to earn a payout is 80% and the maximum payout factor is 225%. Each performance share unit converts into one share of common stock upon distribution in the first quarter of 2026. Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is the greater of Total Return and relative total shareholder return (rTSR) Floor. Total Return is a ratio of the 10-day average closing stock price on the measurement date, plus the value of accumulated dividends, divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor for Total Return performance that must be achieved to earn a payout is 80% and the maximum is 225%. The rTSR Floor feature provides a minimum level of payout if BMS stock price declines from the grant date but outperforms our peers based on their TSR percentile rank. A TSR percentile rank (i) below the 50th percentile yields a 0% payout, (ii) between the 50th and 74.99th percentiles yields a 50% payout, and (iii) at or above the 75th percentile yields a 100% payout. These market share units cliff vest on the third anniversary of the grant date, subject to certification of performance results by the Board. Each performance share unit converts into one share of common stock upon distribution in the first quarter of 2029, subject to certification of performance results by the Board.
