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[Form 4] Esperion Therapeutics, Inc. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

The Form 4 filed on 18 June 2025 shows that Esperion Therapeutics (ESPR) General Counsel Benjamin Looker sold 6,422 common shares on 17 June 2025 at an average price of $1.152 per share. A footnote clarifies the disposition was made solely to cover withholding taxes on recently vested RSUs, and the transaction was coded “S.” After the sale, Looker continues to hold 401,241 ESPR shares directly, meaning the divestiture equals roughly 1.6 % of his post-transaction stake. No derivative securities were exercised or disposed of.

Because the sale is small relative to the insider’s total ownership and is expressly tax-related, it is typically regarded as routine and low-impact for valuation or governance considerations. Nevertheless, investors tracking insider sentiment may note that the execution price signals the insider’s willingness to transact around the $1.15 level.

Positive
  • None.
Negative
  • Insider share sale by the General Counsel, albeit modest and tax-related, could still be perceived negatively by some investors tracking insider sentiment.

Insights

TL;DR Small, tax-driven insider sale; negligible impact on ownership or valuation.

The 6,422-share sale represents just 1.6 % of the General Counsel’s holdings, leaving a sizeable 401 k-plus share position. Because the footnote cites tax-withholding on vested RSUs, the transaction appears administrative rather than a directional bet. Given ESPR’s depressed trading range, the action does not materially alter insider alignment or the float. I view the filing as neutral for the share-price narrative.

TL;DR Routine Rule 10b5-1-compliant sale; governance risk unchanged.

The Form 4 discloses that Looker remains a significant shareholder, which maintains management–shareholder alignment. The explicit tax-withholding rationale and the modest volume mitigate concerns of opportunistic selling. No red flags emerge regarding compliance or disclosure quality. Overall governance impact is minimal.

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).
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*
Looker Benjamin

(Last) (First) (Middle)
C/O ESPERION THERAPEUTICS, INC.
3891 RANCHERO DRIVE, SUITE 150

(Street)
ANN ARBOR MI 48108

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Esperion Therapeutics, Inc. [ ESPR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025
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 06/17/2025 S 6,422(1) D $1.152 401,241 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 to satisfy tax obligation on vested shares of restricted stock units.
Remarks:
/s/ Sheldon L. Koenig, by power of attorney 06/18/2025
** 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

How many ESPR shares did General Counsel Benjamin Looker sell?

He disposed of 6,422 shares on 17 June 2025.

What price did the ESPR insider receive for the shares?

The average sale price reported was $1.152 per share.

Why were the ESPR shares sold?

According to the filing, the sale was to cover tax obligations on vested restricted stock units.

How many ESPR shares does the insider still own after the sale?

Benjamin Looker continues to hold 401,241 shares directly.

Does the Form 4 involve any derivative securities?

No, the insider did not transact in derivatives in this filing.
Esperion Therape

NASDAQ:ESPR

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730.17M
235.80M
0.56%
50.62%
11.08%
Drug Manufacturers - Specialty & Generic
Pharmaceutical Preparations
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United States
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