Insider sale notice: Ironwood Pharmaceuticals (NASDAQ: IRWD) lists RSU shares

Rhea-AI Filing Summary

Ironwood Pharmaceuticals reported a proposed sale of Class A common stock under a Form 144 notice, identifying shares derived from multiple restricted stock unit awards. The filing lists awards dated 02/24/2022 (4,244 shares), 04/01/2022 (7,500), 02/23/2023 (8,905), 02/22/2024 (6,825), and 01/27/2025 (27,778).

Insights

Securities Attorney

Form 144 notifies the market of a proposed insider sale of RSU-derived Class A shares.

The notice lists specific award grant dates and share counts, indicating the insider intends to sell shares that vested or are eligible under RSU awards. The filing acts as a compliance disclosure under securities resale rules.

Timing, sale method, and whether proceeds go to the issuer are not described in the excerpt; subsequent filings or broker reports would show executed transactions.

Equity Compensation Analyst

The disclosure ties the sale notice to five distinct RSU grants across 2022–2025, with one larger grant of 27,778 shares.

Listing grant dates and share counts clarifies the origin of the shares as equity compensation rather than open‑market purchases. That helps assess potential timing tied to vesting schedules.

Future SEC filings may report actual dispositions and their treatment for dilution and insider ownership; this notice itself records intent rather than completion.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	E Trade Securities LLC 3 Edison Drive Alpharetta GA 30005	20163	92951.43	162678647	02/23/2026	Nasdaq

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	02/24/2022	Restricted Stock Unit award granted pursuant to the Issuer's 2019 Equity Incentive Plan, subject to vesting requirements	Ironwood Pharmaceuticals, Inc.			4244	02/24/2022	N/A
Class A Common Stock	04/01/2022	Restricted Stock Unit award granted pursuant to the Issuer's 2019 Equity Incentive Plan, subject to vesting requirements	Ironwood Pharmaceuticals, Inc.			7500	04/01/2022	N/A
Class A Common Stock	02/23/2023	Restricted Stock Unit award granted pursuant to the Issuer's 2019 Equity Incentive Plan, subject to vesting requirements	Ironwood Pharmaceuticals, Inc.			8905	02/23/2023	N/A
Class A Common Stock	02/22/2024	Restricted Stock Unit award granted pursuant to the Issuer's Amended and Restated 2019 Equity Incentive Plan, subject to vesting requirements	Ironwood Pharmaceuticals, Inc.			6825	02/22/2024	N/A
Class A Common Stock	01/27/2025	Restricted Stock Unit award granted pursuant to the Issuer's Amended and Restated 2019 Equity Incentive Plan, subject to vesting requirements	Ironwood Pharmaceuticals, Inc.			27778	01/27/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What did Ironwood (IRWD) report in the Form 144?

It reported a proposed sale of Class A common stock derived from RSU awards. The notice lists five RSU grant dates and corresponding share counts from 2022 through 2025, identifying the securities intended for resale.

Which security is the subject of the Form 144 for IRWD?

The filing covers Class A common stock. Each row links a grant date to a share count under the Issuer's 2019 Equity Incentive Plan or its amendment.

How many shares came from the largest RSU grant listed?

The largest single grant listed is 27,778 shares dated 01/27/2025. Other grants shown include 8,905; 7,500; 6,825; and 4,244 shares on their respective dates.

How many RSU grant dates are listed in the excerpt for IRWD?

The excerpt lists five RSU grant dates: 02/24/2022, 04/01/2022, 02/23/2023, 02/22/2024, and 01/27/2025. Each line pairs a date with a grant description and share count.

Are the listed shares identified as coming from the company’s equity plan?

Yes—the shares are described as Restricted Stock Unit awards under the Issuer’s 2019 Equity Incentive Plan (amended where noted). Each entry ties the shares to that plan and vesting requirements.