Gilead (GILD) CEO Daniel O'Day exercises RSUs and withholds shares for taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Gilead Sciences Chairman & CEO Daniel O'Day reported routine equity compensation activity involving restricted stock units and related tax withholding. He exercised derivative awards covering 8,779 restricted stock units that convert into the same number of common shares at a price of $0.0000 per share. To cover tax obligations, 4,213 common shares were disposed of at $121.48 per share through a tax-withholding arrangement, not an open-market sale.
Following these transactions, O'Day directly holds 626,346 shares of common stock and 92,080 restricted stock units. The RSUs vest over four years, with 25% vesting on the first anniversary of grant and the remaining 75% vesting 6.25% each quarter until fully vested.
Positive
- None.
Negative
- None.
Insider Trade Summary
8,779 shares exercised/converted
Mixed
3 txns
Insider
O'Day Daniel Patrick
Role
Chairman & CEO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 8,779 | $0.00 | -- |
| Exercise | Common Stock | 8,779 | $0.00 | -- |
| Tax Withholding | Common Stock | 4,213 | $121.48 | $512K |
Holdings After Transaction:
Restricted Stock Unit — 92,080 shares (Direct, null);
Common Stock — 626,346 shares (Direct, null)
Footnotes (1)
- Each restricted stock unit represents the contingent right to receive one share of Gilead Sciences, Inc.'s common stock. 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.
Key Figures
Tax-withholding shares: 4,213 shares
Tax-withholding price: $121.48/share
RSUs exercised: 8,779 units
+4 more
7 metrics
Tax-withholding shares
4,213 shares
Common stock disposed of for tax withholding at $121.48 per share
Tax-withholding price
$121.48/share
Price per share for 4,213 shares used to cover tax liability
RSUs exercised
8,779 units
Restricted stock units converted into common stock at $0.0000
Common shares after transactions
626,346 shares
Total common stock directly held by Daniel O'Day after reported events
RSUs remaining
92,080 units
Restricted stock units directly held after derivative transaction
Vesting initial tranche
25%
RSUs vest 25% on the first anniversary of grant
Ongoing vesting rate
6.25% quarterly
Remaining RSUs vest 6.25% each quarter until fully vested
Key Terms
Restricted Stock Unit, tax-withholding disposition, derivative exercise/conversion, derivative security, +1 more
5 terms
Restricted Stock Unit financial
"The restricted stock units have a four-year vesting schedule."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for 4,213 common shares."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for 8,779 units."
derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security"."
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
vesting schedule financial
"The restricted stock units have a four-year vesting schedule."
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
FAQ
What did Gilead (GILD) CEO Daniel O'Day report in this Form 4?
Daniel O'Day reported routine equity compensation activity. He exercised 8,779 restricted stock units into common shares and had 4,213 shares withheld to satisfy tax obligations, reflecting standard vesting and tax-withholding mechanics rather than open-market trading.
Were any of Daniel O'Day’s Gilead (GILD) transactions open-market buys or sells?
No open-market buys or sells were reported. The filing shows a derivative exercise of 8,779 restricted stock units into common shares and a disposition of 4,213 shares strictly to cover tax liabilities through share withholding, not discretionary market trading.
What are the terms of Daniel O'Day’s restricted stock units at Gilead (GILD)?
Each restricted stock unit represents the right to receive one Gilead common share. The units vest over four years: 25% on the first anniversary of grant and the remaining 75% vesting at 6.25% each quarter until all units have vested.
What does the exercise of 8,779 restricted stock units mean for Gilead (GILD) CEO ownership?
Exercising 8,779 restricted stock units converted those units into the same number of Gilead common shares. This increased Daniel O'Day’s direct share ownership while reducing his unvested or unsettled derivative award balance associated with those particular restricted stock units.