BSX Form 4: EVP Fitzgerald acquires 50k, sells 50k; ownership falls to 178,342
Rhea-AI Filing Summary
Joseph Michael Fitzgerald, EVP & Group President, Cardiology at Boston Scientific (BSX), reported multiple transactions on 09/02/2025 effected under a pre-established Rule 10b5-1 trading plan adopted February 27, 2025. The report shows 50,000 shares acquired at a price of $26.15 (code M) and two dispositions totaling 50,000 shares sold in multiple trades at weighted average prices of $104.886 and $105.8486. After these transactions, the reporting person beneficially owned 178,342 shares directly, with an additional 5,234 shares held indirectly by his child which he disclaims beneficial ownership of. The filing includes an option related entry reflecting a 50,000-share option with the same $26.15 figure and references vesting in four equal annual installments beginning December 1, 2018.
The form is signed by an attorney-in-fact on behalf of the reporting person and discloses the reporting person will provide detailed per-price sale breakdowns upon request by the SEC or others.
Positive
- Transactions executed under a pre-established Rule 10b5-1 plan, indicating an affirmative defense for planned trades
- Detailed disclosure including weighted average sale prices and a willingness to provide per-price sale breakdowns upon request
- Attorney-in-fact signature present, demonstrating formal execution of the filing
Negative
- Insider sold a total of 50,000 shares on 09/02/2025, reducing direct beneficial ownership from 228,342 to 178,342 shares
- Significant share sales at prices (~$105) materially above the $26.15 exercise/reference price, which changes the insider's direct ownership stake
Insights
TL;DR: Insider executed matched option/stock transactions under a 10b5-1 plan, resulting in net direct holdings of 178,342 shares.
The filing documents contemporaneous option-related activity and share sales executed pursuant to a Rule 10b5-1 plan adopted Feb 27, 2025. The reporting person acquired 50,000 shares at $26.15 and sold 50,000 shares in separate trades at weighted average prices of $104.886 and $105.8486. These transactions reduced direct beneficial ownership to 178,342 shares while 5,234 shares are reported as held by a child and disclaimed. The filing is routine in form and provides transparency by committing to disclose per-price sale details upon request.
TL;DR: Transactions were executed under a pre-established trading plan, reflecting compliance with insider-trading frameworks.
The disclosure confirms the use of a written 10b5-1 plan and includes an attorney-in-fact signature, indicating procedural compliance. The report also explicitly disclaims beneficial ownership of shares held by the reporting person’s child. The presence of the plan and the commitment to provide detailed sale price breakdowns on request supports robust disclosure practices for insider activity.