Corvex Funds tied to Illumina (NASDAQ: ILMN) sell shares and partly unwind equity swaps

Q: How does the filing describe Keith Meister’s ownership of Illumina (ILMN) shares?

The filing states Illumina securities are held for the Corvex Funds , with Corvex as investment adviser. It notes that both Corvex and Keith Meister disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest.

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Illumina, Inc. related funds reported sizable trading activity in the company’s common stock. Securities are held for the Corvex Funds, for which Corvex Management LP acts as investment adviser, and both Corvex and Keith Meister disclaim beneficial ownership beyond their pecuniary interests.

On May 13–14, 2026, the Corvex Funds conducted open-market sales totaling 329,460 shares of Illumina common stock at weighted average prices generally between about $144 and $148 per share, leaving 3,500,048 shares indirectly held after the last reported sale. Separately, on May 12, 2026, the funds exercised equity swaps representing 255,378 notional shares, with the counterparty paying $36,942,981.48 based on a market price of $144.66 per share, offset by $26,257,965.96 at a cost basis of $102.82 per notional share.

The partial termination of the equity swaps and the related purchases are described as exempt from Section 16(b) under Rule 16b-6(b). The remaining swaps, covering 24,562 notional shares at $102.82 per share, are scheduled to terminate on February 11, 2028 and will be settled in cash by default, with an option for physical settlement.

Insights

Corvex-linked funds trimmed Illumina exposure and partially unwound an equity swap, a sizable but mixed net-sell move.

The Corvex Funds, advised by Corvex Management LP and associated with director Keith Meister, sold 329,460 Illumina common shares in open-market transactions around $144–$148 per share. After these trades, they still indirectly held 3,500,048 shares, indicating a reduced but substantial remaining position.

On May 12, 2026, the funds also exercised part of an equity swap covering 255,378 notional shares at a cost basis of $102.82, with the counterparty paying $36.94M offset by $26.26M. The filing notes this partial termination and related purchases are exempt from Section 16(b) under Rule 16b-6(b). Remaining swaps on 24,562 notional shares continue until February 11, 2028, defaulting to cash settlement but allowing optional physical delivery.

Insider Trade Summary

Net Seller: 329,460 shares ($47,931,975)

Net Sell 13 txns

Insider Meister Keith A.

Role null

Sold 329,460 shs ($47.93M)

Type	Security	Shares	Price	Value
Sale	Common Stock	12,309	$144.13	$1.77M
Sale	Common Stock	52,776	$144.80	$7.64M
Sale	Common Stock	25,352	$146.15	$3.71M
Sale	Common Stock	13,776	$146.96	$2.02M
Sale	Common Stock	180	$147.80	$27K
Sale	Common Stock	159,623	$145.26	$23.19M
Sale	Common Stock	53,610	$145.94	$7.82M
Sale	Common Stock	6,524	$147.50	$962K
Sale	Common Stock	5,310	$148.14	$787K
X	Equity Swap (right to buy)	255,378	$0.00	--
X	Common Stock	255,378	$102.82	$26.26M
Other	Common Stock	255,378	$144.66	$36.94M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 3,592,132 shares (Indirect, See Footnotes); Equity Swap (right to buy) — 24,562 shares (Indirect, See Footnotes); Common Stock — 4,566 shares (Direct, null)

Footnotes (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 12, 2026, upon partial termination of the swaps as reported in Table II above, the swaps counterparty paid to the Corvex Funds $36,942,981.48, representing $144.66 per share for each of the 255,378 notional shares subject to the termination (the market price of the common stock on the date of the partial termination), offset by $26,257,965.96, representing $102.82 for each of such 255,378 notional shares. The partial 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 remaining swaps terminate on February 11, 2028, and have a cost basis of $102.82 per notional share of common stock. All balances will be settled in cash by default. At the option of the Corvex Funds, the remaining portion of the swaps may be physically settled by the Corvex Funds acquiring 24,562 shares of common stock from the counterparty at $102.82 per share. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $144.75 to $145.73. 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)-(13) 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 $145.75 to $146.74. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $147 to $147.98. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $148 to $148.49. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $143.50 to $144.49. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $144.50 to $145.49. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $145.50 to $146.49. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $146.50 to $147.49. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $147.50 to $148.06.

Key Figures

Shares sold: 329,460 shares Final indirect holdings: 3,500,048 shares Equity swap notional shares terminated: 255,378 shares +3 more

6 metrics

Shares sold 329,460 shares Total Illumina common stock sold in open-market trades

Final indirect holdings 3,500,048 shares Illumina common stock indirectly held after last reported sale

Equity swap notional shares terminated 255,378 shares Notional Illumina shares in partially terminated equity swaps

Swap counterparty payment $36,942,981.48 Value based on $144.66 per share at partial swap termination

Swap cost basis offset $26,257,965.96 Based on $102.82 per notional share under equity swaps

Remaining swap exposure 24,562 shares at $102.82 Notional Illumina shares remaining under swaps, expiring Feb 11, 2028

Key Terms

equity swaps, notional interest, Section 16(b), Rule 16b-6(b), +1 more

5 terms

equity swaps financial

"the Corvex Funds had entered into equity swaps that represented an aggregate economic long-side exposure"

notional interest financial

"an aggregate economic long-side exposure comparable to a notional interest in 368,744 shares"

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"

pecuniary interest financial

"disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein"

Form 4 Insider Transactions: What Each Field Means →

05/14/2026 - 07:21 PM

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^*

Meister Keith A.

(Last)

(First)

(Middle)

C/O CORVEX MANAGEMENT LP

667 MADISON AVENUE

(Street)

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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/12/2026

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)
Common Stock	05/12/2026		X/K⁽³⁾⁽⁴⁾		255,378	A	$102.82	4,084,886	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/12/2026		J/K⁽³⁾⁽⁴⁾		255,378	D	$144.66	3,829,508	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/13/2026		S		159,623	D	$145.26⁽⁵⁾	3,669,885	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/13/2026		S		53,610	D	$145.94⁽⁶⁾	3,616,275	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/13/2026		S		6,524	D	$147.5⁽⁷⁾	3,609,751	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/13/2026		S		5,310	D	$148.14⁽⁸⁾	3,604,441	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/14/2026		S		12,309	D	$144.13⁽⁹⁾	3,592,132	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/14/2026		S		52,776	D	$144.8⁽¹⁰⁾	3,539,356	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/14/2026		S		25,352	D	$146.15⁽¹¹⁾	3,514,004	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/14/2026		S		13,776	D	$146.96⁽¹²⁾	3,500,228	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock	05/14/2026		S		180	D	$147.8⁽¹³⁾	3,500,048	I	See Footnotes⁽¹⁾⁽²⁾
Common Stock								4,566	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)
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)
Equity Swap (right to buy)	$102.82	05/12/2026		X/K⁽³⁾⁽⁴⁾			255,378	⁽³⁾	02/11/2028	Common Stock	255,378	⁽³⁾	24,562	I	See 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 12, 2026, upon partial termination of the swaps as reported in Table II above, the swaps counterparty paid to the Corvex Funds $36,942,981.48, representing $144.66 per share for each of the 255,378 notional shares subject to the termination (the market price of the common stock on the date of the partial termination), offset by $26,257,965.96, representing $102.82 for each of such 255,378 notional shares.

4. The partial 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 remaining swaps terminate on February 11, 2028, and have a cost basis of $102.82 per notional share of common stock. All balances will be settled in cash by default. At the option of the Corvex Funds, the remaining portion of the swaps may be physically settled by the Corvex Funds acquiring 24,562 shares of common stock from the counterparty at $102.82 per share.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $144.75 to $145.73. 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)-(13) 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 $145.75 to $146.74.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $147 to $147.98.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $148 to $148.49.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $143.50 to $144.49.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $144.50 to $145.49.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $145.50 to $146.49.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $146.50 to $147.49.

13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $147.50 to $148.06.

	/s/ Keith Meister	05/14/2026
	** 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 Illumina (ILMN) insider activity did the Corvex Funds report?

The Corvex Funds reported multiple open-market sales totaling 329,460 shares of Illumina common stock and a partial exercise of equity swaps tied to 255,378 notional shares. These trades adjusted, but did not eliminate, their indirect economic exposure to Illumina.

At what prices did the Corvex Funds sell Illumina (ILMN) shares?

The reported Illumina common stock sales occurred at weighted average prices generally between about $144 and $148 per share. Detailed footnotes note narrower price ranges, reflecting multiple executions within tight trading bands on May 13 and 14, 2026.

How many Illumina (ILMN) shares do the Corvex Funds hold after these transactions?

After the latest reported sale, the Corvex Funds indirectly held 3,500,048 shares of Illumina common stock. These securities are held for certain private investment funds advised by Corvex Management LP, and Corvex and Keith Meister disclaim beneficial ownership beyond pecuniary interest.

What happened with the Illumina (ILMN) equity swaps held by the Corvex Funds?

The Corvex Funds partially terminated equity swaps representing 255,378 notional shares of Illumina. The counterparty paid $36,942,981.48, offset by $26,257,965.96 based on a $102.82 per-share cost, effectively realizing value from the swap’s appreciation.

What Illumina (ILMN) exposure remains in the Corvex Funds’ equity swaps?

After the partial termination, the remaining equity swaps cover 24,562 notional Illumina shares at $102.82 per share. These swaps are scheduled to terminate on February 11, 2028, default to cash settlement, and may be physically settled at the Corvex Funds’ option.

How does the filing describe Keith Meister’s ownership of Illumina (ILMN) shares?

The filing states Illumina securities are held for the Corvex Funds, with Corvex as investment adviser. It notes that both Corvex and Keith Meister disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest.