Ironwood SEC Filings

Armistice Capital, LLC and Steven Boyd report beneficial ownership of 16,150,000 shares of Ironwood Pharmaceuticals Class A common stock, representing 9.94% of the outstanding shares. The shares are held directly by Armistice Capital Master Fund Ltd., for which Armistice Capital serves as investment manager and exercises shared voting and dispositive power. Steven Boyd, as managing member of Armistice Capital, is reported with the same shared voting and dispositive power. No sole voting or dispositive power is claimed. The percentage is based on 162,434,130 shares outstanding as reported by the issuer.

Ironwood Pharmaceuticals insider sale was a routine, non-discretionary sell-to-cover tied to restricted stock unit vesting. Chief Commercial Officer Tammi L. Gaskins sold 1,316 shares of Class A common stock on 08/11/2025 at a reported price of $0.84 per share to satisfy tax withholding obligations. After the transaction the reporting person beneficially owned 241,280 shares directly.

The filing states the sale occurred automatically to cover tax withholding and "does not represent a discretionary trade by the Reporting Person." This indicates the transaction was an administrative tax-related sale rather than a voluntary disposition of shares.

John Minardo, Chief Legal Officer of Ironwood Pharmaceuticals (IRWD), reported an automatic sale of 7,754 shares of Class A common stock on 08/11/2025 at $0.84 per share to satisfy tax withholding obligations arising from vested restricted stock units. Following the sale he beneficially owned 400,378 shares directly. The filing specifies this was a routine sell-to-cover tied to RSU vesting and notes no derivative transactions were reported.

Gregory S. Martini, Chief Financial Officer of Ironwood Pharmaceuticals (IRWD), sold 1,265 shares of Class A common stock on 08/11/2025 at $0.84 per share and retained 182,545 shares of direct beneficial ownership.

The Form 4 states the sale was an automatic "sell-to-cover" to satisfy tax withholding obligations arising from the vesting of restricted stock units and does not represent a discretionary trade by the reporting person.

Ronald Silver, identified as an officer (Principal Accounting Officer) of Ironwood Pharmaceuticals (IRWD), reported a sale of 2,846 Class A common shares on 08/11/2025 at $0.84 per share to satisfy tax withholding obligations arising from the vesting of restricted stock units. The filing states the sale was an automatic sell-to-cover transaction to fund withholding and was not a discretionary trade.

After the reported transaction the reporting person beneficially owned 276,809 shares, held directly. The Form 4 lists no derivative transactions and includes an explanation that the disposition was solely to cover taxes related to RSU vesting.

Barclays PLC reports beneficial ownership of 11,133,857 shares of Ironwood Pharmaceuticals common stock, representing 6.88% of the class. The statement shows Barclays has sole voting and dispositive power over these shares and indicates the securities are held in the ordinary course of business and were not acquired to change or influence control. The filing names Barclays Bank PLC, Barclays Capital Inc. and Barclays Capital Securities Ltd. as relevant subsidiaries associated with the reported holdings.

Ironwood Pharmaceuticals reported a profitable quarter but a loss for the first half of 2025. For the three months ended June 30, 2025 the company recorded $23.6 million of net income (basic EPS $0.15), driven by collaborative arrangements revenue of $85.2 million and reduced operating costs. For the six months ended June 30, 2025, revenue from collaborative arrangements was $126.4 million versus $169.3 million a year earlier, and the company recorded a $13.8 million net loss for the period.

The balance sheet shows $92.9 million of cash and cash equivalents and accounts receivable of $86.2 million, largely due from AbbVie. Current liabilities increased sharply to $232.5 million primarily because the $200.0 million 2026 Convertible Notes are presented, in part, as a current obligation (net carrying amount $199.3 million) and these notes mature on June 15, 2026. Management states available liquidity and borrowing capacity are sufficient to meet operations for at least the next 12 months.

This Form 144 notifies a proposed sale of 8,281 shares of Ironwood Pharmaceuticals, Inc. Class A common stock with an aggregate market value of $7,287.28. The sale is listed to occur through E Trade Securities LLC on the Nasdaq exchange on 08/11/2025. The securities were originally acquired as a Restricted Stock Unit award under the issuer's 2019 Equity Incentive Plan on 08/02/2021, with 19,973 units shown as acquired on that date.

The filing reports 161,819,848 shares outstanding, and indicates no securities sold in the past three months by the person for whose account the sale is filed. The notice includes the filer's representation that they do not know of any undisclosed material adverse information regarding the issuer.

Ironwood Pharmaceuticals filed a Form 144 reporting a proposed sale of 1,351 shares of Class A common stock on Nasdaq, with an aggregate market value of $1,188.88. The sale is listed with an approximate sale date of 08/11/2025. The filer acquired 4,000 shares as a Restricted Stock Unit award on 08/16/2023, and no securities of the issuer were reported sold by the filer in the past three months.

The filing includes the filer’s representation that they are not aware of any undisclosed material adverse information about the issuer. The shares to be sold amount to approximately 0.000835% of the 161,819,848 shares outstanding, indicating a very small proposed disposition relative to the company’s market capitalization.