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INSM Insider Filing: Gifts Recorded and 10,000-Share Sale by Director

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

Rhea-AI Filing Summary

Melvin Sharoky, M.D., a director of INSMED Inc (INSM), reported multiple transactions on Form 4 reflecting gifts and a market sale. The filing shows gift transactions (Code G) and a sale of 10,000 shares on 09/12/2025 at a weighted average price of $145.39 per share. Following the reported sale and other transactions, the reporting person directly beneficially owns 262,675 shares. The report also discloses indirect holdings through entities Baby Gator LLC and Padonia, LLC and multiple custodial UTMA accounts where the reporting person is custodian.

Positive

  • Maintains a substantial direct position of 262,675 shares after the reported transactions
  • Transparent disclosure of indirect holdings through Baby Gator LLC and Padonia, LLC and of custodial UTMA accounts

Negative

  • Reported sale of 10,000 shares on 09/12/2025 at a weighted average price of $145.39, reducing direct holdings
  • Multiple gift transactions (Code G) were reported, transferring shares out of direct ownership

Insights

TL;DR: Director sold 10,000 INSM shares at ~$145.39 and still holds a sizable direct stake of 262,675 shares.

The transactions include gifts (Code G) and a market sale reported with a weighted average sale price of $145.39 on 09/12/2025. The director remains a material shareholder on a direct basis. For investors, insider sales can be routine or for personal reasons; this filing shows no derivative transactions or exercises, and continuing indirect holdings via entities and custodial accounts preserve economic alignment with the issuer.

TL;DR: The Form 4 documents routine insider disposition and several gifts; no indication of unusual derivative activity.

The report identifies the reporting person as a director and managing member of two LLCs used for indirect holdings and records multiple gifts to related parties and entities. The single aggregated open-market sale is disclosed transparently with a weighted average price. From a governance perspective, disclosures appear complete and signed by attorney-in-fact, with explanatory footnotes clarifying custodial and management relationships.

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).
1. Name and Address of Reporting Person*
SHAROKY MELVIN MD

(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)
09/11/2025
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 09/11/2025 G 2,000 D $0 272,516 D
Common Stock 09/11/2025 G 159 D $0 741 I By Baby Gator LLC(1)
Common Stock 09/11/2025 G 159 A $0 272,675 D
Common Stock 09/12/2025 S 10,000 D $145.39(2) 262,675 D
Common Stock 10,000 I By Padonia, LLC(3)
Common Stock 6,847 I By spouse
Common Stock 100 I By Melvin Sharoky C/F Owen F. Paley UTMA/FL(4)
Common Stock 5,180 I By Melvin Sharoky C/F Nolan M. Wink UTMA/FL(5)
Common Stock 100 I By Melvin Sharoky C/F Wren J. Sharoky UTMA/FL(6)
Common Stock 3,481 I By Melvin Sharoky C/F Tulia L. Sharoky UTMA/FL(7)
Common Stock 576 I By Melvin Sharoky C/F Adler J. Wink UTMA/FL(8)
Common Stock 100 I By Melvin Sharoky C/F Leo J. Sharoky UTMA/FL(9)
Common Stock 4,764 I By Melvin Sharoky C/F Sophie C. Wink UTMA/FL(10)
Common Stock 100 I By Melvin Sharoky C/F Violet A. Paley UTMA/FL(11)
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:
1. The Reporting Person is a managing member of Baby Gator LLC.
2. This is the weighted average sales price representing 10,000 shares sold at prices ranging from $145.36 to $145.46 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
3. The Reporting Person is the managing member of Padonia, LLC.
4. The Reporting Person is the custodian of Melvin Sharoky C/F Owen F. Paley UTMA/FL.
5. The Reporting Person is the custodian of Melvin Sharoky C/F Nolan M. Wink UTMA/FL.
6. The Reporting Person is the custodian of Melvin Sharoky C/F Wren J. Sharoky UTMA/FL.
7. The Reporting Person is the custodian of Melvin Sharoky C/F Tulia L. Sharoky UTMA/FL.
8. The Reporting Person is the custodian of Melvin Sharoky C/F Adler J. Wink UTMA/FL.
9. The Reporting Person is the custodian of Melvin Sharoky C/F Leo J. Sharoky UTMA/FL.
10. The Reporting Person is the custodian of Melvin Sharoky C/F Sophie C. Wink UTMA/FL.
11. The Reporting Person is the custodian of Melvin Sharoky C/F Violet A. Paley UTMA/FL.
Remarks:
/s/ Melvin Sharoky, M.D, by Michael A. Smith as Attorney-in-fact 09/15/2025
** 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 transactions did INSM director Melvin Sharoky report on Form 4?

The filing discloses several gift transactions and a market sale of 10,000 INSM shares on 09/12/2025 at a weighted average price of $145.39.

How many INSM shares does Melvin Sharoky directly own after the reported transactions?

Following the reported transactions the reporting person directly beneficially owns 262,675 shares.

Are there any derivative or option transactions reported by Melvin Sharoky in this Form 4?

No; Table II (derivative securities) contains no reported derivative transactions in this filing.

What indirect holdings are disclosed by the reporting person in the INSM Form 4?

The filing discloses indirect ownership through Baby Gator LLC, Padonia, LLC and multiple custodial UTMA accounts for family members.

Who signed the Form 4 for Melvin Sharoky?

The form is signed as /s/ Melvin Sharoky, M.D., by Michael A. Smith as Attorney-in-fact dated 09/15/2025.
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