Gilead (NASDAQ: GILD) CEO granted RSUs, options; shares withheld for tax

Rhea-AI Filing Summary

Gilead Sciences Chairman & CEO Daniel O'Day reported routine equity compensation changes. He exercised 20,026 restricted stock units into the same number of common shares, with 9,767 shares withheld to cover tax obligations, leaving him with 652,567 common shares held directly.

O'Day also received new equity awards: 32,815 restricted stock units and 122,755 non-qualified stock options exercisable at $148.56 per share and expiring on March 10, 2036. Both the RSUs and options vest over four years, with 25% vesting after one year and the remainder vesting 6.25% quarterly until fully vested.

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^*

O'Day Daniel Patrick

(Last) (First) (Middle)

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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	03/10/2026		M		20,026	A	(1)	662,334	D
Common Stock	03/10/2026		F		9,767	D	$148.56	652,567	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)	03/10/2026		M			20,026	(2)	(2)	Common Stock	20,026	(1)	68,044	D
Restricted Stock Unit	(1)	03/10/2026		A		32,815		(2)	(2)	Common Stock	32,815	(1)	100,859	D
Non-qualified Stock Option (Right to Buy)	$148.56	03/10/2026		A		122,755		(3)	03/10/2036	Common Stock	122,755	$0	122,755	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.

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

Remarks:

	/s/ Amy Kim by Power of Attorney for Daniel O'Day	03/12/2026
	** 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).
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FAQ

What insider transactions did Gilead (GILD) CEO Daniel O'Day report?

Daniel O'Day reported routine equity compensation activity. He converted 20,026 restricted stock units into common shares, had 9,767 shares withheld for taxes, and received new awards of 32,815 restricted stock units plus 122,755 stock options exercisable at $148.56 per share.

How many Gilead (GILD) shares does CEO Daniel O'Day hold after this Form 4?

After these transactions, Daniel O'Day holds 652,567 common shares directly. This reflects the 20,026 shares delivered upon RSU conversion, net of 9,767 shares withheld to satisfy tax obligations, as reported in the non-derivative transaction table.

What new restricted stock units did the Gilead (GILD) CEO receive?

Daniel O'Day was granted 32,815 restricted stock units. Each unit represents the right to receive one share of Gilead common stock. The RSUs vest over four years, with 25% after one year and 6.25% quarterly thereafter until fully vested.

What stock options were granted to Gilead (GILD) CEO Daniel O'Day?

O'Day received 122,755 non-qualified stock options. The options have an exercise price of $148.56 per share and expire on March 10, 2036. They vest over four years, 25% after one year and 6.25% quarterly thereafter until fully vested.

Why were 9,767 Gilead (GILD) shares disposed of in Daniel O'Day's Form 4?

The 9,767 shares were withheld to cover tax obligations. The Form 4 labels this as a tax-withholding disposition at $148.56 per share, tied to the vesting and settlement of restricted stock units, rather than an open-market sale.

Are Daniel O'Day's Gilead (GILD) Form 4 transactions open-market buys or sells?

No, the transactions are compensation-related, not open-market trades. They include RSU conversion, new RSU and option grants, and shares withheld for taxes. The filing shows no open-market purchases or sales of Gilead common stock.