[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.
Positive
- None.
Negative
- None.
Insights
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.
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.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Non-qualified Stock Option (Right to Buy) | 138,358 | $0.00 | -- |
| Exercise | Common Stock | 138,358 | $39.96 | $5.53M |
| Sale | Common Stock | 22,240 | $66.13 | $1.47M |
| Sale | Common Stock | 77,418 | $67.04 | $5.19M |
| Sale | Common Stock | 38,700 | $67.32 | $2.61M |
| holding | Common Stock | -- | -- | -- |
Footnotes (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. 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. 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. 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. 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. 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. 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.
