Gilead (GILD) Form 4: CFO Receives RSUs, Reports Share Sale

Rhea-AI Filing Summary

Gilead Sciences insider transactions by CFO Andrew D. Dickinson: The filing shows a grant of 3,696 restricted stock units (RSUs) on 09/10/2025, each convertible into one share and subject to a four-year vesting schedule (25% at one year, then 6.25% quarterly). The filing also reports a sale of 1,751 shares on 09/10/2025 at $115.25 per share. After these transactions, Mr. Dickinson beneficially owned 162,055 shares directly and had 3,696 RSUs outstanding, representing 31,219 total shares when combining vested holdings and unvested RSUs.

Positive

• RSU grant of 3,696 units aligns the CFO with long-term shareholder interests via a four-year vesting schedule
• Significant remaining direct ownership (162,055 shares) indicates continued insider stake in the company
• Clear disclosure of vesting terms (25% at one year, then 6.25% quarterly) provides transparency on retention incentives

Negative

• Sale of 1,751 shares at $115.25 reduced direct holdings, representing insider liquidity taking
• Filing executed via power of attorney rather than direct signature, which may limit direct commentary from the reporting person

Insights

Financial Analyst

TL;DR: Compensation grant with routine sale; modest insider selling but primarily long-term equity alignment.

The RSU grant of 3,696 units is a typical executive compensation tool that vests over four years, aligning the CFO to long-term shareholder value. The contemporaneous sale of 1,751 shares at $115.25 appears modest relative to total holdings and may reflect routine diversification or tax/liquidity needs rather than a material change in insider conviction. Net direct holdings remain substantial, and the presence of unvested RSUs underscores ongoing alignment with performance and retention objectives.

Corporate Governance Expert

TL;DR: Governance signals are neutral to mildly positive due to long-term vesting and maintained ownership levels.

The four-year vesting schedule with an initial 25% cliff then quarterly vesting is a standard retention structure that supports executive continuity. Reporting indicates compliance with Section 16 disclosure requirements and use of a power of attorney to file the form. No unusual accelerations, related-party transactions, or significant reductions in ownership are disclosed, suggesting routine compensation and disclosure practices.

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
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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^*

Dickinson Andrew D

(Last) (First) (Middle)

GILEAD SCIENCES, INC.

333 LAKESIDE DRIVE

(Street)

FOSTER CITY CA 94404

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GILEAD SCIENCES, INC. [ GILD ]

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)
09/10/2025

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	09/10/2025		M		3,696	A	(1)	163,806	D
Common Stock	09/10/2025		F		1,751	D	$115.25	162,055	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 Stock Unit	(1)	09/10/2025		M			3,696	(2)	(2)	Common Stock	3,696	(1)	31,219	D

Explanation of Responses:

1. Each restricted stock unit represents the contingent right to receive one share of Gilead Sciences, Inc.'s common stock.

2. The restricted stock units have a four-year vesting schedule. 25% vest on the first anniversary of the date of the grant. The balance will vest 6.25% quarterly thereafter until fully vested.

Remarks:

	/s/ Edward S. Son by Power of Attorney for Andrew D. Dickinson	09/11/2025
	** 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

What transactions did GILD CFO Andrew D. Dickinson report on Form 4?

The Form 4 reports a grant of 3,696 RSUs and a sale of 1,751 shares on 09/10/2025 at $115.25 per share.

How do the restricted stock units granted to the GILD CFO vest?

The RSUs vest over four years: 25% on the first anniversary of the grant date, then 6.25% quarterly thereafter until fully vested.

How many shares does Andrew D. Dickinson beneficially own after the reported transactions?

Following the transactions, the filing shows 162,055 shares beneficially owned directly and 3,696 RSUs outstanding (totaling 31,219 shares when combining certain holdings as reported).

Does the Form 4 disclose the exercise or conversion price for the RSUs?

Yes. Each RSU represents the contingent right to receive one share of common stock; no separate conversion or exercise price applies to RSUs.

Was the Form 4 filed by the reporting person or by power of attorney?

The signature block indicates the form was filed by power of attorney (Edward S. Son) on behalf of Andrew D. Dickinson.