Enanta (ENTA) CMO reports vested performance and rTSR stock awards

Rhea-AI Filing Summary

Enanta Pharmaceuticals Chief Medical Officer Scott T. Rottinghaus reported equity award activity in company stock. On February 12, 2026, he acquired 1,650 shares of common stock at $0 per share from performance share units that vested based on research and development milestones for the 2024-2025 period.

On the same date, he acquired an additional 5,225 shares at $0 per share from a relative total stockholder return unit award tied to Enanta’s performance versus the Nasdaq Biotech Index. Also on February 12, 2026, 3,413 shares were disposed of at $14.25 per share to satisfy withholding taxes related to settlement of these awards. After these transactions, he directly owned 25,254 shares of Enanta common stock.

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^*

Rottinghaus Scott T.

(Last) (First) (Middle)

C/O ENANTA PHARMACEUTICALS, INC.

4 KINGSBURY AVENUE

(Street)

WATERTOWN MA 02472

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ENANTA PHARMACEUTICALS INC [ ENTA ]

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)
02/12/2026

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 Stock	02/12/2026		A		1,650(1)	A	$0	23,442	D
Common Stock	02/12/2026		A		5,225(2)	A	$0	28,667	D
Common Stock	02/12/2026		F		3,413(3)	D	$14.25	25,254	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. Represents shares of Enanta common stock issued under performance share units ("PSUs") that vested as a result of performance against two-year research and development milestones in the calendar 2024-2025 period as determined by the Compensation Committee of Enanta's Board of Directors, and then settled with the issuance of the shares of Enanta common stock on February 12, 2026.

2. Represents shares of Enanta common stock issued under a relative total stockholder return unit ("rTSRU") award that was subject to performance-vesting restrictions based on the relative total stockholder return of Enanta's common stock in relation to the total stockholder return of the component companies in the Nasdaq Biotech Index over the same 60-day calendar periods two years apart. The performance level was determined by the Compensation Committee of Enanta's Board of Directors and the rTSRU settled with the issuance of the shares of Enanta common stock on February 12, 2026.

3. Represents the number of shares of common stock automatically forfeited by the reporting person to cover withholding taxes due as a result of settlement of the PSU and rTSRU awards.

	/s/ Matthew Kowalsky as attorney-in-fact	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did ENTA’s Chief Medical Officer report on February 12, 2026?

Enanta’s Chief Medical Officer Scott T. Rottinghaus reported equity award activity on February 12, 2026. He received vested shares from performance-based awards and had some shares withheld to cover related tax obligations.

How many ENTA shares did Scott T. Rottinghaus acquire from performance share units?

He acquired 1,650 Enanta common shares from performance share units that vested. These units were tied to research and development milestones for the 2024-2025 period, as determined by Enanta’s Compensation Committee.

What is the rTSRU award mentioned in the ENTA Form 4 filing?

The rTSRU award is a relative total stockholder return unit grant. It vested based on Enanta’s stock performance versus companies in the Nasdaq Biotech Index over two 60-day periods two years apart, then settled in 5,225 common shares.

Why were 3,413 ENTA shares disposed of at $14.25 in the Form 4?

The 3,413 Enanta shares disposed of at $14.25 per share were automatically forfeited. They were withheld to cover tax obligations arising from the settlement of the performance share unit and rTSRU equity awards.

How many ENTA shares does Scott T. Rottinghaus own after these transactions?

After the reported transactions, Scott T. Rottinghaus directly owns 25,254 shares of Enanta common stock. This figure reflects both the newly issued performance-based shares and the shares withheld for taxes.

Were the ENTA shares in this Form 4 open-market purchases or grants?

The reported Enanta share acquisitions were equity award settlements, not open-market purchases. They resulted from vested performance share units and a relative total stockholder return unit award, both granted under company compensation programs.