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Corvex funds tied to Illumina (ILMN) log 669,596-share stock sale

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

ILLUMINA, INC. reported that private investment funds advised by Corvex Management LP, entities associated with director Keith A. Meister, executed a series of indirect open-market sales of common stock. Across May 28–29 and June 1, the Corvex Funds sold an aggregate 669,596 shares at weighted-average prices generally between about $147.50 and $165.50 per share, as detailed in multiple price ranges.

The filing states that both Corvex and Mr. Meister disclaim beneficial ownership of these securities except to the extent of their pecuniary interest. The Corvex Funds also terminated equity swaps that had provided economic exposure comparable to 368,744 shares. On termination of 24,562 notional shares, the swaps counterparty paid the Corvex Funds $3,841,496.80 based on $156.40 per share, offset by $2,525,464.84 reflecting a $102.82 per-share cost, with the swap exercise and related stock purchases deemed exempt under Rule 16b-6(b).

Positive

  • None.

Negative

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Insights

Corvex-advised funds reported sizable indirect Illumina stock sales and unwound an equity swap position.

Entities advised by Corvex Management LP, associated with Illumina director Keith A. Meister, reported net open-market sales of 669,596 shares of Illumina common stock. All sales are from indirect holdings for private funds, and both Corvex and Meister formally disclaim beneficial ownership beyond their pecuniary interest.

The transactions include an exercise and termination of equity swaps covering 24,562 notional shares at a $102.82 exercise price, with a $3,841,496.80 payment from the counterparty based on a $156.40 share price. The filing notes these swap-related actions are exempt from Section 16(b) short-swing profit rules under Rule 16b-6(b). There is no remaining derivative position disclosed in this filing, so the economic exposure now appears to be via common stock held for the funds.

Insider Meister Keith A.
Role null
Sold 669,596 shs ($107.04M)
Type Security Shares Price Value
Sale Common Stock 70,262 $162.41 $11.41M
Sale Common Stock 61,613 $163.56 $10.08M
Sale Common Stock 87,653 $164.34 $14.40M
Sale Common Stock 15,472 $165.50 $2.56M
Sale Common Stock 11,760 $159.57 $1.88M
Sale Common Stock 4,579 $160.50 $735K
Sale Common Stock 5,256 $161.64 $850K
Sale Common Stock 2,225 $162.44 $361K
Sale Common Stock 19,832 $163.57 $3.24M
Sale Common Stock 6,888 $164.75 $1.13M
Sale Common Stock 63,020 $162.86 $10.26M
Sale Common Stock 6,198 $163.97 $1.02M
Sale Common Stock 92,877 $164.56 $15.28M
Sale Common Stock 1,961 $165.30 $324K
X Equity Swap (right to buy) 24,562 $0.00 --
X Common Stock 24,562 $102.82 $2.53M
Other Common Stock 24,562 $156.40 $3.84M
Sale Common Stock 37,590 $156.50 $5.88M
Sale Common Stock 71,986 $157.38 $11.33M
Sale Common Stock 110,424 $147.50 $16.29M
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 2,995,190 shares (Indirect, See Footnotes); Equity Swap (right to buy) — 0 shares (Indirect, See Footnotes); Common Stock — 6,638 shares (Direct, null)
Footnotes (1)
  1. These securities of Illumina, Inc. (the "Issuer") are held for the accounts of certain private investment funds (collectively, the "Corvex Funds") for which Corvex Management LP ("Corvex") acts as investment adviser, including Corvex Master Fund LP and Corvex Select Equity Master Fund LP. The general partner of Corvex is controlled by Keith Meister. For the purposes of this filing, each of Corvex and Mr. Meister disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Corvex or Mr. Meister is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. As previously reported, the Corvex Funds had entered into equity swaps that represented an aggregate economic long-side exposure comparable to a notional interest in 368,744 shares of common stock of the Issuer. Under the terms of the swaps, the value to be received or paid upon termination of a swap will be determined by the difference in the market price per notional share of common stock on the date of termination as compared to the cost of such notional share of common stock at the time of entry into the swap. On May 28, 2026, upon final termination of the swaps as reported in Table II above, the swaps counterparty paid to the Corvex Funds $3,841,496.80, representing $156.40 per share for each of the 24,562 notional shares subject to the termination (the market price of the common stock on the date of the partial termination), offset by $2,525,464.84, representing $102.82 for each of such 24,562 notional shares. The final termination of the equity swaps and the reported purchases of common stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $155.85 to $156.84. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (5)-(21) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $156.85 to $157.84. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $157.85 to $158.77. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $159.05 to $160.04. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $160.05 to $161.03. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $161.05 to $162.03. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $162.05 to $162.98. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $163.13 to $164.09. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $164.14 to $165.09. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $162.19 to $163.16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $163.19 to $164.18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $164.19 to $165.18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $165.20 to $165.43. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $162.00 to $162.99. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $163.00 to $163.99. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $164.00 to $164.99. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $165.00 to $165.95.
Shares sold 669,596 shares Aggregate Illumina common stock sold by Corvex-advised funds across May 28–29 and June 1
Lowest reported sale price $147.50/share Weighted-average transaction price on May 28, 2026
Highest reported sale price $165.50/share Weighted-average transaction price on June 1, 2026
Equity swap economic exposure 368,744 shares Aggregate notional Illumina common stock exposure via equity swaps before final termination
Swaps termination notional shares 24,562 shares Notional Illumina shares subject to final swap termination on May 28, 2026
Swap termination payment $3,841,496.80 Amount paid by swaps counterparty to Corvex Funds at $156.40 per notional share
Swap cost offset $2,525,464.84 Represents $102.82 per notional share cost for 24,562 shares
Direct common stock holding 6,638 shares Common stock shown as directly held as of May 28, 2026
equity swaps financial
"the Corvex Funds had entered into equity swaps that represented an aggregate economic long-side exposure"
pecuniary interest financial
"disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein"
Section 16(b) regulatory
"deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b)"
A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.
Rule 16b-6(b) regulatory
"exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder"
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
economic long-side exposure financial
"equity swaps that represented an aggregate economic long-side exposure comparable to a notional interest"
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Form 4 Insider Transactions: What Each Field Means →
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*
Meister Keith A.
(Last)(First)(Middle)
C/O CORVEX MANAGEMENT LP
667 MADISON AVENUE
(Street)
NEW YORK NEW YORK 10065
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ILLUMINA, INC. [ ILMN ] 		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)
05/28/2026		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
Common Stock05/28/2026X/K(3)(4)24,562A$102.823,524,610ISee Footnotes(1)(2)
Common Stock05/28/2026J/K(3)(4)24,562D$156.43,500,048ISee Footnotes(1)(2)
Common Stock05/28/2026S37,590D$156.5(5)3,462,458ISee Footnotes(1)(2)
Common Stock05/28/2026S71,986D$157.38(6)3,390,472ISee Footnotes(1)(2)
Common Stock05/28/2026S110,424D$147.5(7)3,280,048ISee Footnotes(1)(2)
Common Stock05/29/2026S11,760D$159.57(8)3,268,288ISee Footnotes(1)(2)
Common Stock05/29/2026S4,579D$160.5(9)3,263,709ISee Footnotes(1)(2)
Common Stock05/29/2026S5,256D$161.64(10)3,258,453ISee Footnotes(1)(2)
Common Stock05/29/2026S2,225D$162.44(11)3,256,228ISee Footnotes(1)(2)
Common Stock05/29/2026S19,832D$163.57(12)3,236,396ISee Footnotes(1)(2)
Common Stock05/29/2026S6,888D$164.75(13)3,229,508ISee Footnotes(1)(2)
Common Stock05/29/2026S63,020D$162.86(14)3,166,488ISee Footnotes(1)(2)
Common Stock05/29/2026S6,198D$163.97(15)3,160,290ISee Footnotes(1)(2)
Common Stock05/29/2026S92,877D$164.56(16)3,067,413ISee Footnotes(1)(2)
Common Stock05/29/2026S1,961D$165.3(17)3,065,452ISee Footnotes(1)(2)
Common Stock06/01/2026S70,262D$162.41(18)2,995,190ISee Footnotes(1)(2)
Common Stock06/01/2026S61,613D$163.56(19)2,933,577ISee Footnotes(1)(2)
Common Stock06/01/2026S87,653D$164.34(20)2,845,924ISee Footnotes(1)(2)
Common Stock06/01/2026S15,472D$165.5(21)2,830,452ISee Footnotes(1)(2)
Common Stock6,638D
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
Equity Swap (right to buy)$102.8205/28/2026X/K(3)(4)24,562 (3)02/11/2028Common Stock24,562(3)0ISee Footnotes(1)(2)
Explanation of Responses:
1. These securities of Illumina, Inc. (the "Issuer") are held for the accounts of certain private investment funds (collectively, the "Corvex Funds") for which Corvex Management LP ("Corvex") acts as investment adviser, including Corvex Master Fund LP and Corvex Select Equity Master Fund LP. The general partner of Corvex is controlled by Keith Meister.
2. For the purposes of this filing, each of Corvex and Mr. Meister disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein. This filing shall not be deemed an admission that Corvex or Mr. Meister is the beneficial owner of any of the reported securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise.
3. As previously reported, the Corvex Funds had entered into equity swaps that represented an aggregate economic long-side exposure comparable to a notional interest in 368,744 shares of common stock of the Issuer. Under the terms of the swaps, the value to be received or paid upon termination of a swap will be determined by the difference in the market price per notional share of common stock on the date of termination as compared to the cost of such notional share of common stock at the time of entry into the swap. On May 28, 2026, upon final termination of the swaps as reported in Table II above, the swaps counterparty paid to the Corvex Funds $3,841,496.80, representing $156.40 per share for each of the 24,562 notional shares subject to the termination (the market price of the common stock on the date of the partial termination), offset by $2,525,464.84, representing $102.82 for each of such 24,562 notional shares.
4. The final termination of the equity swaps and the reported purchases of common stock in connection therewith are deemed exempt from Section 16(b) of the Securities Exchange Act of 1934 pursuant to Rule 16b-6(b) thereunder.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $155.85 to $156.84. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (5)-(21) to this Form 4.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $156.85 to $157.84.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $157.85 to $158.77.
8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $159.05 to $160.04.
9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $160.05 to $161.03.
10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $161.05 to $162.03.
11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $162.05 to $162.98.
12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $163.13 to $164.09.
13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $164.14 to $165.09.
14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $162.19 to $163.16.
15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $163.19 to $164.18.
16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $164.19 to $165.18.
17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $165.20 to $165.43.
18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $162.00 to $162.99.
19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $163.00 to $163.99.
20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $164.00 to $164.99.
21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $165.00 to $165.95.
/s/ Keith Meister06/01/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

How many Illumina (ILMN) shares did the Corvex-advised funds sell?

The Corvex-advised funds reported selling a total of 669,596 Illumina common shares. These were indirect sales for private investment funds over May 28–29 and June 1, executed as multiple open-market transactions at various weighted-average prices.

At what prices were the reported Illumina (ILMN) share sales executed?

The filing shows weighted-average sale prices in ranges generally between about $147.50 and $165.50 per share. Each footnote specifies narrower price bands, and the reporting persons undertake to provide trade-level detail upon request to investors or regulators.

Who actually holds the Illumina (ILMN) shares reported in Keith Meister’s Form 4?

The shares are held for private investment funds collectively called the Corvex Funds, for which Corvex Management LP acts as investment adviser. Corvex and Keith Meister both disclaim beneficial ownership except to the extent of their pecuniary interest in those funds.

What happened with the equity swaps referenced in the Illumina (ILMN) Form 4?

The Corvex Funds previously held equity swaps with economic exposure to 368,744 Illumina shares. On May 28, 2026, swaps on 24,562 notional shares were finally terminated, triggering a $3,841,496.80 payment from the counterparty, offset by $2,525,464.84 of notional cost.

Are the Illumina (ILMN) equity swap transactions subject to Section 16(b) short-swing rules?

The filing states that the final termination of the equity swaps and the related purchases of common stock are deemed exempt from Section 16(b) of the Exchange Act pursuant to Rule 16b-6(b), which addresses certain derivative exercises.

Does Keith Meister personally control the Illumina (ILMN) shares reported in this Form 4?

The disclosure explains that the shares are held for Corvex Funds, and the general partner of Corvex is controlled by Keith Meister. However, both Corvex and Meister disclaim beneficial ownership of the reported securities except for their pecuniary interest.