STOCK TITAN

ICON director sells 3,255 shares after exercise

A director of ICON PLC exercised 3,255 options and sold the resulting shares in a same‑day transaction, leaving no options from that grant outstanding.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ICON PLC (ICLR) director Eugene Pacelli McCague exercised stock options for 3,255 Ordinary Shares on September 17, 2026 at an exercise price of $125.74 per share and sold the same 3,255 shares at $175.00 per share the same day. The underlying options were fully vested and, after the exercise, 0 options from this grant remained outstanding.

The company notes that as a foreign private issuer, these equity transactions are exempt from Sections 16(b) and 16(c) of the Securities Exchange Act of 1934.

Positive

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Negative

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Insider McCague Eugene Pacelli
Role Director
Sold 3,255 shs ($570K)
Approx. gross sale proceeds $570K
Approx. exercise cost $409K
Approx. pre-tax spread $160K
Type Security Shares Price Value
Exercise Stock Options F1, F2 3,255 $0.00 $0.00
Exercise Ordinary Shares 3,255 $125.74 $409K
Sale Ordinary Shares 3,255 $175.00 $570K
Holdings After Transaction: Stock Options — 0 contracts (Direct); Ordinary Shares — 3,811 shares (Direct)
Footnotes (2)
  1. F1. Fully vested.
  2. F2. The stock options expire on the eighth anniversary of the grant date, May 18, 2018, subject to automatic extension until the 30th trading day following any period during which exercise is prohibited under the Issuer's Share Trading Policy or applicable law, but in no event later than the tenth anniversary of the grant date.
Options exercised 3,255 shares Stock options converted into Ordinary Shares on September 17, 2026
Exercise price $125.74 per share Price to exercise 3,255 stock options on September 17, 2026
Shares sold 3,255 shares Ordinary Shares sold on September 17, 2026 following option exercise
Sale price $175.00 per share Price for sale of 3,255 Ordinary Shares on September 17, 2026
Options remaining from this grant 0 options Total stock options following transaction for this grant
Grant date May 18, 2018 Original grant date for the exercised stock options
foreign private issuer regulatory
"Due to the issuer's status as a foreign private issuer pursuant to Rule 3a12-3(b)"
A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.
Sections 16(b) and 16(c) regulatory
"transactions in the issuer's equity securities are exempt from Sections 16(b) and 16(c)"
derivative security financial
"transaction code description states 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.
Ordinary Shares financial
"underlying security title listed as Ordinary Shares"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
stock options financial
"security title is Stock Options and a footnote notes Fully vested"
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did ICON PLC (ICLR) report for September 17, 2026?

ICON PLC reported that director Eugene Pacelli McCague exercised stock options for 3,255 Ordinary Shares at $125.74 per share and sold the resulting 3,255 shares at $175.00 per share on September 17, 2026.

How many ICON PLC (ICLR) options did the director exercise and at what price?

The director exercised 3,255 stock options relating to ICON PLC Ordinary Shares at an exercise price of $125.74 per share on September 17, 2026, converting them into the same number of Ordinary Shares.

At what price were ICON PLC (ICLR) shares sold in this Form 4 filing?

The 3,255 Ordinary Shares acquired upon option exercise were sold at a reported price of $175.00 per share on September 17, 2026, in a sale transaction described as an open market or private transaction.

Does the ICON PLC (ICLR) director still hold options from this grant after the transaction?

No. After the September 17, 2026 option exercise, the filing shows 0 stock options from this specific grant remaining, meaning all 3,255 options tied to these Ordinary Shares were fully exercised.

Were the ICON PLC (ICLR) options fully vested before exercise?

Yes. A footnote states that the stock options exercised for the 3,255 Ordinary Shares were fully vested when exercised on September 17, 2026.

Are ICON PLC (ICLR) insider transactions subject to Sections 16(b) and 16(c)?

The company states that, due to ICON PLC’s status as a foreign private issuer under Rule 3a12-3(b), the reporting person’s transactions in its equity securities are exempt from Sections 16(b) and 16(c) of the Securities Exchange Act of 1934.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
McCague Eugene Pacelli

(Last)(First)(Middle)
C/O ICON PLC
SOUTH COUNTY BUSINESS PARK, LEOPARDSTOWN

(Street)
DUBLIND18 X5R3

(City)(State)(Zip)

IRELAND

(Country)
2. Issuer Name and Ticker or Trading Symbol
ICON PLC [ ICLR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares09/17/2026M3,255A$125.747,066D
Ordinary Shares09/17/2026S3,255D$1753,811D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options$125.7409/17/2026M3,255 (1) (2)Ordinary Shares3,255$00D
Explanation of Responses:
1. Fully vested.
2. The stock options expire on the eighth anniversary of the grant date, May 18, 2018, subject to automatic extension until the 30th trading day following any period during which exercise is prohibited under the Issuer's Share Trading Policy or applicable law, but in no event later than the tenth anniversary of the grant date.
Remarks:
Due to the issuer's status as a foreign private issuer pursuant to Rule 3a12-3(b) under the Securities Exchange Act of 1934 (the "Act"), the reporting person's transactions in the issuer's equity securities are exempt from Sections 16(b) and 16(c) of the Act.
/s/ Erina Joan Fox, as Attorney-in-Fact09/18/2026
** Signature of Reporting PersonDate
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)

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