[Form 4] HOLOGIC INC Insider Trading Activity

Rhea-AI Filing Summary

Stephen P. MacMillan, Chairman, President and CEO of Hologic, reported multiple transactions on 09/22/2025 under a Rule 10b5-1 plan adopted December 12, 2024. He exercised 138,358 non-qualified stock options at an exercise price of $39.96 and sold common stock in multiple blocks: 22,240 shares at a weighted average of $66.13, 77,418 shares at $67.04, and 38,700 shares at $67.32. After these transactions he directly beneficially owned 1,234,624 shares and indirectly held 1,146,829 shares through the MacMillan Family Trust. The report notes 1,079,673 restricted/performance stock units deferred under the company Deferred Equity Plan and 346 shares acquired via the employee stock purchase plan since his last Form 4.

Insights

Corporate Governance Expert

TL;DR: CEO exercised vested options and sold a portion of shares under a pre-existing 10b5-1 plan; ownership remains substantial.

The transactions were executed under a documented 10b5-1 trading plan, which reduces insider trading concerns by providing pre-set mechanics for exercise and sale. The exercise of 138,358 options at $39.96 followed by multiple weighted-average-price sales in the mid-$60s realizes intrinsic option value while leaving significant direct and indirect holdings intact. The disclosure of deferred RSUs/PSUs (1,079,673) and the trust holdings provides useful context on economic exposure and alignment with shareholders.

Securities Analyst

TL;DR: Insider monetization occurred but material ownership remains concentrated, limiting immediate governance concerns.

From an investor-impact perspective, the CEO monetized gains by exercising options granted in 2015 (vesting schedule noted) and selling shares at prices ~66–67 per share. Post-transaction direct ownership of 1,234,624 shares plus indirect trust holdings of 1,146,829 indicate continued substantial insider stake. The filing discloses the number of deferred equity units, which is relevant for dilution and future share availability.

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).

X

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^*

MACMILLAN STEPHEN P

(Last) (First) (Middle)

250 CAMPUS DRIVE

(Street)

MARLBOROUGH MA 01752

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HOLOGIC INC [ HOLX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025

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	09/22/2025		M		138,358(1)	A	$39.96	1,372,982(2)(3)	D
Common Stock	09/22/2025		S		22,240(1)	D	$66.13(4)	1,350,742(2)(3)	D
Common Stock	09/22/2025		S		77,418(1)	D	$67.04(5)	1,273,324(2)(3)	D
Common Stock	09/22/2025		S		38,700(1)	D	$67.32(6)	1,234,624(2)(3)	D
Common Stock								1,146,829	I	MacMillan Family Trust

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
Non-qualified Stock Option (Right to Buy)	$39.96	09/22/2025		M			138,358(1)	(7)	11/05/2025	Common Stock	138,358	$0	0	D

Explanation of Responses:

1. Transaction pursuant to an existing Rule 10b5-1 trading plan adopted December 12, 2024 to exercise and sell stock options expiring November 5, 2025.

2. Includes 1,079,673 restricted stock units/performance stock units, the settlement of which has been deferred pursuant to the Issuer's Deferred Equity Plan.

3. Includes 346 shares acquired pursuant to the Issuer's employee stock purchase plan since the date of the Reporting Person's most recently filed Form 4.

4. The price reported is the weighted average price per share. Shares were sold in multiple transactions at prices ranging from $65.525 to $66.47 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price.

5. The price reported is the weighted average price per share. Shares were sold in multiple transactions at prices ranging from $66.474 to $67.275 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price.

6. The price reported is the weighted average price per share. Shares were sold in multiple transactions at prices ranging from $67.28 to $67.61 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price.

7. This option to purchase common stock became exercisable in equal installments on each of the first four anniversaries of the grant date, November 5, 2015.

	/s/ Mark W. Irving, attorney-in-fact for Mr. MacMillan	09/23/2025
	** 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

Who filed the Form 4 for HOLX and what is their role?

The Form 4 was filed on behalf of Stephen P. MacMillan, who is the Chairman, President and CEO of Hologic.

What transactions did the insider report on 09/22/2025 for HOLX?

On 09/22/2025 the insider exercised 138,358 options at $39.96 and sold shares in three blocks: 22,240 at $66.13 (WAP), 77,418 at $67.04 (WAP), and 38,700 at $67.32 (WAP).

Were the trades part of a pre-arranged plan?

Yes. The transactions were made pursuant to a Rule 10b5-1 trading plan adopted on December 12, 2024.

How many shares does the insider beneficially own after these transactions?

After the reported transactions the insider directly beneficially owned 1,234,624 shares and indirectly held 1,146,829 shares via the MacMillan Family Trust.

Does the filing disclose deferred equity or other unexercised awards?

Yes. The filing discloses 1,079,673 restricted stock units/performance stock units deferred under the Issuer's Deferred Equity Plan and that 346 shares were acquired via the ESPP since the last Form 4.