INSMED (INSM) director shifts 53,400 shares to family trust in Form 4 filing

Rhea-AI Filing Summary

INSMED Inc. director David W. J. McGirr reported a bona fide gift transfer of 53,400 shares of common stock on February 9, 2026. The filing shows 53,400 shares moved from his direct holdings to indirect ownership through a family trust, leaving 44,323 shares held directly and 53,400 shares held indirectly.

Insights

Equity ownership and governance analyst

Director shifts 53,400 INSMED shares to a family trust, with no open‑market trading.

The filing shows David W. J. McGirr, a director of INSMED Inc., executed a bona fide gift transfer of 53,400 common shares on February 9, 2026. Shares moved from direct ownership to indirect ownership via a family trust at a stated price of $0.00 per share.

After the transaction, McGirr directly holds 44,323 shares, while the family trust indirectly holds 53,400 shares. Because this is a gift transaction, not a market sale or purchase, it does not by itself signal a change in trading sentiment or company fundamentals.

Future ownership updates, if any, would appear in subsequent insider reports, but this specific action is administrative in nature, documenting a change in how the existing equity stake is held rather than a change in its total size.

Insider Trade Summary

106,800 shares gifted

Mixed 2 txns

Insider MCGIRR DAVID W J

Role Director

Type	Security	Shares	Price	Value
Gift	Common Stock	53,400	$0.00	--
Gift	Common Stock	53,400	$0.00	--

Holdings After Transaction: Common Stock — 44,323 shares (Direct); Common Stock — 53,400 shares (Indirect, By family trust)

Footnotes (1)

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^*

MCGIRR DAVID W J

(Last) (First) (Middle)

700 US HIGHWAY 202/206

(Street)

BRIDGEWATER NJ 08807

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INSMED Inc [ INSM ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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

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

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

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	02/09/2026		G		53,400	D	$0	44,323	D
Common Stock	02/09/2026		G		53,400	A	$0	53,400	I	By family trust

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

Explanation of Responses:

Remarks:

Exhibit List - Exhibit 24 - Power of Attorney

	/s/ David W.J. McGirr, by Michael A. Smith as Attorney-in-fact	02/11/2026
	** 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.

FAQ

What insider transaction did INSM director David W. J. McGirr report on this Form 4?

David W. J. McGirr reported a bona fide gift transfer of 53,400 shares of INSMED Inc. common stock. The transaction occurred on February 9, 2026, and shifted shares from his direct ownership to indirect ownership through a family trust at a stated price of $0.00 per share.

Did the INSM Form 4 filing involve a market sale or purchase of shares?

No, the INSM Form 4 filing shows no market sale or purchase. It reports a bona fide gift transaction coded “G,” where 53,400 common shares moved from direct to indirect ownership via a family trust, with a recorded transaction price of $0.00 per share and no proceeds indicated.

How many INSMED Inc. shares does David W. J. McGirr own directly after the reported transaction?

Following the reported gift transfer, David W. J. McGirr beneficially owns 44,323 INSMED Inc. common shares directly. These remaining direct holdings are shown in the Form 4 as the balance after transferring 53,400 shares into indirect ownership through a family trust on February 9, 2026.

What is the nature of the indirect ownership reported for INSM shares on this Form 4?

The Form 4 identifies 53,400 INSMED Inc. common shares as indirectly owned “By family trust.” This means the shares are held through a family trust rather than in McGirr’s name directly, but they are still reported as part of his beneficial ownership under applicable disclosure rules.

What transaction code is used in the INSM Form 4, and what does it signify?

The INSM Form 4 uses transaction code “G,” which signifies a bona fide gift. In this context, 53,400 shares of common stock were transferred as a gift from David W. J. McGirr’s direct holdings to indirect ownership via a family trust, with no sale proceeds reported.

Does the INSM Form 4 change the total number of shares beneficially owned by the director?

The Form 4 indicates a reclassification of ownership rather than a new acquisition. It shows 53,400 shares moving from direct to indirect ownership by a family trust, with 44,323 shares remaining directly held, so it records how shares are held rather than expanding the reported stake.