ICON PLC (ICLR) director reshapes 3,255 stock options in Form 4

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

ICON PLC director Eugene Pacelli McCague reported administrative changes to a stock option award, not an open‑market trade. He received a fully vested grant of 3,255 stock options for Ordinary Shares at an exercise price of $125.74 per share. On the same date, 3,255 existing options were disposed of back to the issuer, reflecting an extension of the options’ expiration date by a 30 trading day period under the Company Share Trading Policy. The transactions leave his economic exposure shaped by stock options rather than cash share sales or purchases.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider McCague Eugene Pacelli

Role null

Type	Security	Shares	Price	Value
Disposition	Stock Options	3,255	$0.00	--
Grant/Award	Stock Options	3,255	$0.00	--

Holdings After Transaction: Stock Options — 0 shares (Direct, null)

Footnotes (1)

Reflects the extension of the expiration date of the stock options for a 30 trading day period under the Company Share Trading Policy. Fully vested.

Key Figures

Options granted: 3,255 stock options Options disposed to issuer: 3,255 stock options Exercise price: $125.74 per share +3 more

6 metrics

Options granted 3,255 stock options Grant/award acquisition on 2026-05-14

Options disposed to issuer 3,255 stock options Disposition to issuer on 2026-05-14

Exercise price $125.74 per share Exercise price of the stock options

Extension period 30 trading days Expiration date extension under Company Share Trading Policy

Shares underlying options 3,255 Ordinary Shares Underlying security for the option grant

Expiration date of disposed options 2026-05-18 Expiration date for the returned option grant

Key Terms

Stock Options, Disposition to issuer, Ordinary Shares, Company Share Trading Policy, +1 more

5 terms

Stock Options financial

"He received a fully vested grant of 3,255 stock options for Ordinary Shares"

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.

Disposition to issuer financial

"existing options were disposed of back to the issuer"

Ordinary Shares financial

"3,255 stock options for Ordinary Shares at an exercise price"

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.

fully vested financial

"He received a fully vested grant of 3,255 stock options"

Form 4 Insider Transactions: What Each Field Means →

05/15/2026 - 08:38 AM

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^*

McCague Eugene Pacelli

(Last)

(First)

(Middle)

C/O ICON PLC

SOUTH COUNTY BUSINESS PARK, LEOPARDSTOWN

(Street)

DUBLIN

D18 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$125.74	05/14/2026		D⁽¹⁾			3,255	⁽²⁾	05/18/2026	Ordinary Shares	3,255	⁽¹⁾	0	D
Stock Options	$125.74	05/14/2026		A⁽¹⁾		3,255		⁽²⁾	⁽¹⁾	Ordinary Shares	3,255	⁽¹⁾	3,255	D

Explanation of Responses:

1. Reflects the extension of the expiration date of the stock options for a 30 trading day period under the Company Share Trading Policy.

2. Fully vested.

Remarks:

	/s/ Erina Joan Fox, as Attorney-in-Fact	05/15/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did ICON PLC (ICLR) director Eugene Pacelli McCague report?

He reported an administrative change to stock options, not a market trade. A fully vested grant of 3,255 options was recorded and a prior 3,255‑option grant was returned to the issuer as part of an expiration date extension.

How many stock options were involved in the latest ICON PLC (ICLR) Form 4?

The filing shows 3,255 stock options granted and 3,255 options disposed to the issuer. These derivative transactions reflect a restructuring of one option award rather than a net increase or decrease in McCague’s reported option count.

What is the exercise price of Eugene Pacelli McCague’s ICON PLC (ICLR) stock options?

The stock options carry an exercise price of $125.74 per share. This price is the cost per Ordinary Share if the options are exercised, defining the level at which the director can convert options into company equity.

Were the ICON PLC (ICLR) stock options reported by Eugene Pacelli McCague vested?

Yes, the filing notes the options are fully vested. This means McCague has already earned the right to exercise these 3,255 options, subject only to their terms, including the extended expiration period under the Company Share Trading Policy.

Why did Eugene Pacelli McCague both acquire and dispose of ICON PLC (ICLR) stock options on the same date?

The footnotes state the activity reflects an extension of the options’ expiration date by 30 trading days. One 3,255‑option grant was recorded and a matching grant was returned to the issuer to implement this timing change under the trading policy.