Ironwood (IRWD) finance chief sells 127,890 shares in 10b5-1 stock plan

Rhea-AI Filing Summary

Ironwood Pharmaceuticals’ principal financial and accounting officer Ronald Silver sold 127,890 shares of Class A common stock in an open-market transaction. The sale was executed under a pre-arranged Rule 10b5-1 trading plan at a weighted average price of $4.52 per share, with individual trade prices ranging from $4.50 to $4.57.

After this transaction, Silver directly holds 313,680 Ironwood shares, indicating he retains a significant equity stake even after the planned sale.

Insights

Equity analyst

Ironwood’s finance chief made a planned share sale but retains a sizable position.

Ronald Silver, Ironwood’s principal financial and accounting officer, sold 127,890 shares of Class A common stock at a weighted average of $4.52 per share. The trades occurred between $4.50 and $4.57 per share.

The transaction was carried out under a pre-established Rule 10b5-1 trading plan, suggesting it was scheduled in advance rather than a discretionary move. Following the sale, Silver still directly owns 313,680 shares, so this represents a partial reduction rather than an exit.

Insider Trade Summary 10b5-1

Net Seller: 127,890 shares ($578,063)

Net Sell 1 txn

Insider Silver Ronald

Role PFO & PAO

Sold 127,890 shs ($578K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	127,890	$4.52	$578K

Holdings After Transaction: Class A Common Stock — 313,680 shares (Direct)

Footnotes (1)

1. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.50 to $4.57, inclusive. 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 this footnote.

Key Figures

Shares sold: 127,890 shares Weighted average sale price: $4.52 per share Sale price range: $4.50–$4.57 per share +1 more

4 metrics

Shares sold 127,890 shares Open-market sale of Class A Common Stock

Weighted average sale price $4.52 per share Average price across multiple sale transactions

Sale price range $4.50–$4.57 per share Range of prices for individual trades

Shares owned after transaction 313,680 shares Direct holdings following the sale

Key Terms

Rule 10b5-1 trading plan, weighted average price, Class A Common Stock

3 terms

Rule 10b5-1 trading plan regulatory

"The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person."

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price reported is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

Class A Common Stock financial

"security_title: Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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FAQ

What insider transaction did Ironwood Pharmaceuticals (IRWD) report for Ronald Silver?

Ronald Silver sold 127,890 Ironwood shares. He disposed of Class A common stock in an open-market transaction at a weighted average price of $4.52 per share, with trades occurring between $4.50 and $4.57.

At what prices did Ronald Silver sell his IRWD shares?

The weighted average sale price was $4.52 per share. According to the disclosure, individual trades occurred in a price range from $4.50 to $4.57 per share, resulting in the reported average price.

How many Ironwood (IRWD) shares does Ronald Silver own after the sale?

Ronald Silver directly holds 313,680 shares after the sale. This post-transaction balance shows he retains a substantial equity position in Ironwood Pharmaceuticals even after selling 127,890 shares.

Was Ronald Silver’s IRWD share sale under a Rule 10b5-1 trading plan?

Yes, the sale was executed under a Rule 10b5-1 plan. The disclosure states the transaction was effected pursuant to a pre-adopted trading plan, indicating it was scheduled in advance rather than timed opportunistically.

What role does Ronald Silver hold at Ironwood Pharmaceuticals (IRWD)?

Ronald Silver serves as principal financial and accounting officer. In the disclosure, he is identified with the title “PFO & PAO,” reflecting his senior finance leadership position at Ironwood Pharmaceuticals.

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).

X

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^*

Silver Ronald

(Last) (First) (Middle)

C/O IRONWOOD PHARMACEUTICALS, INC.

100 SUMMER STREET, SUITE 2300

(Street)

BOSTON MASSACHUSETTS 02110

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
IRONWOOD PHARMACEUTICALS INC [ IRWD ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/07/2026		S(1)		127,890	D	$4.52(2)	313,680	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.

2. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.50 to $4.57, inclusive. 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 this footnote.

	/s/ Brian Tessler, Attorney-in-Fact	07/08/2026
	** 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)