Harmony Biosciences (HRMY) CCO RSUs Vest; 3,173 Shares Withheld for Taxes

Rhea-AI Filing Summary

Harmony Biosciences Holdings, Inc. reported that Chief Commercial Officer Adam H. Zaeske exercised restricted stock units into common stock and had shares withheld for taxes. On April 7, 2026, 7,500 restricted stock units converted into 7,500 shares of common stock at a stated price of $0.00 per share, reflecting a stock-based compensation event rather than a market purchase.

To cover required income tax withholdings tied to the RSU vesting, 3,173 shares of common stock were disposed of at $27.62 per share through issuer withholding, leaving Zaeske with 4,327 shares of common stock held directly after these transactions. The RSU award is scheduled to vest in four equal annual installments beginning on April 7, 2026, contingent on continued service.

Insights

Equity Compensation Analyst

Routine RSU vesting with tax withholding; no open-market buying or selling.

The transactions show 7,500 restricted stock units converting into common stock, a standard equity compensation event. The zero exercise price indicates these RSUs vest into shares without cash paid by the insider, typical for stock-based awards.

The 3,173-share F‑code disposition at $27.62 per share reflects shares withheld by the company to cover income taxes, not an open-market sale. After netting this withholding, Adam H. Zaeske holds 4,327 common shares directly. With no remaining derivatives listed, this appears to be a full vesting for this particular RSU tranche, and the overall pattern is administrative rather than directional.

Insider Trade Summary

7,500 shares exercised/converted

Mixed 3 txns

Insider Zaeske Adam H.

Role CHIEF COMMERCIAL OFFICER

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	7,500	$0.00	--
Exercise	Common Stock	7,500	$0.00	--
Tax Withholding	Common Stock	3,173	$27.62	$88K

Holdings After Transaction: Restricted Stock Units — 7,500 shares (Direct); Common Stock — 7,500 shares (Direct)

Footnotes (1)

1. Shares withheld by the Issuer to satisfy required income tax withholdings pursuant to the vesting of restricted stock units on their scheduled vesting date The restricted stock units shall vest in four equal annual installments beginning on April 7, 2026, subject to the Reporting Person's continued service through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock and has no expiration date.

Key Figures

RSUs converted: 7,500 units Shares withheld for taxes: 3,173 shares Withholding price: $27.62 per share +2 more

5 metrics

RSUs converted 7,500 units Restricted stock units converted into common stock on April 7, 2026

Shares withheld for taxes 3,173 shares Withheld to satisfy income tax withholdings at $27.62 per share

Withholding price $27.62 per share Value used for tax-withholding disposition of 3,173 shares

Shares held after transaction 4,327 shares Common stock held directly by Adam H. Zaeske after Form 4 transactions

RSU vesting schedule 4 equal annual installments Beginning April 7, 2026, subject to continued service

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative exercise/conversion, vesting date, +1 more

5 terms

Restricted Stock Units financial

"Shares withheld by the Issuer to satisfy required income tax withholdings pursuant to the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

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"

vesting date financial

"restricted stock units on their scheduled vesting date"

contingent right financial

"represents a contingent right to receive one share of the Issuer's Common Stock"

Form 4 Insider Transactions: What Each Field Means →

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).

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^*

Zaeske Adam H.

(Last) (First) (Middle)

C/O HARMONY BIOSCIENCES HOLDINGS, INC.

(Street)

PLYMOUTH MEETING PENNSYLVANIA 19462

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Harmony Biosciences Holdings, Inc. [ HRMY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF COMMERCIAL OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/07/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/07/2026		M		7,500	A	$0	7,500	D
Common Stock(1)	04/07/2026		F		3,173	D	$27.62	4,327	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 Units	(2)	04/07/2026		M			7,500	(2)	(2)	Common Stock	7,500	$0	7,500	D

Explanation of Responses:

1. Shares withheld by the Issuer to satisfy required income tax withholdings pursuant to the vesting of restricted stock units on their scheduled vesting date

2. The restricted stock units shall vest in four equal annual installments beginning on April 7, 2026, subject to the Reporting Person's continued service through each applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock and has no expiration date.

	/s/ Christian Ulrich, Attorney-in-Fact	04/09/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Harmony Biosciences (HRMY) report for Adam H. Zaeske?

Harmony Biosciences reported that Chief Commercial Officer Adam H. Zaeske converted 7,500 restricted stock units into 7,500 shares of common stock. This was an equity compensation vesting event, not an open-market share purchase, and reflects stock-based pay rather than a cash investment in shares.

How many Harmony Biosciences (HRMY) shares were withheld for taxes in this Form 4?

The company withheld 3,173 shares of Harmony Biosciences common stock at $27.62 per share to satisfy required income tax withholdings. This tax-withholding disposition occurred in connection with the vesting of restricted stock units and does not represent a discretionary open-market sale by the executive.

How many Harmony Biosciences (HRMY) shares does Adam H. Zaeske hold after the reported transactions?

After the reported Form 4 transactions, Adam H. Zaeske holds 4,327 shares of Harmony Biosciences common stock directly. This figure reflects the 7,500 RSUs that vested into shares, minus the 3,173 shares withheld by the company to cover required income tax obligations on the vesting.

Were the Harmony Biosciences (HRMY) Form 4 transactions open-market buys or sells?

The Form 4 shows no open-market buying or selling by Adam H. Zaeske. Instead, 7,500 restricted stock units were exercised into common stock at a stated price of $0.00, and 3,173 shares were withheld by the issuer solely to satisfy income tax withholding requirements tied to the RSU vesting.

How do the Harmony Biosciences (HRMY) restricted stock units for Adam H. Zaeske vest?

The restricted stock units for Adam H. Zaeske vest in four equal annual installments beginning on April 7, 2026. Each restricted stock unit represents a contingent right to receive one share of Harmony Biosciences common stock, provided he continues his service through each applicable vesting date.