Ligand (LGND) Insider Filing: 1,325 RSU Shares Withheld by Reardon

Rhea-AI Filing Summary

Andrew Reardon, Chief Legal Officer and Secretary of Ligand Pharmaceuticals (LGND), reported that 1,325 shares of common stock were withheld by the issuer to satisfy the tax liability arising from the settlement of restricted stock units. The withholding used a price of $150.06 per share.

After the withholding, Reardon beneficially owns 30,811 shares, reported as direct ownership. The filing lists transaction code F and the form's explanation explicitly states the withheld shares paid the tax liability on RSU settlement. This disclosure reflects a routine, compensation-related withholding rather than an open-market sale or purchase.

Insights

Financial Analyst

TL;DR Routine RSU tax withholding: 1,325 shares withheld at $150.06, leaving 30,811 shares beneficially owned.

The reported transaction is a compensation-related withholding rather than an active sale or purchase, so it has limited immediate impact on LGND's capital structure or market dynamics. The per-share withholding price of $150.06 documents the valuation used for tax settlement. For investors, this is compliance and compensation administration activity; no new open-market trading or change in voting control is reported.

Corporate Governance Expert

TL;DR Insider tax-withholding disclosure shows proper reporting and direct ownership of 30,811 shares after RSU settlement.

The Form 4 indicates timely and specific disclosure by an officer (CLO & Secretary), demonstrating adherence to Section 16 reporting obligations. The explicit explanation that shares were withheld to cover tax liabilities clarifies the nature of the transaction and mitigates potential concerns about opportunistic insider selling. This is a routine governance/compliance event without material governance implications.

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
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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^*

Reardon Andrew

(Last) (First) (Middle)

555 HERITAGE DRIVE

SUITE 200

(Street)

JUPITER FL 33458

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LIGAND PHARMACEUTICALS INC [ LGND ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2025

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	08/10/2025		F		1,325(1)	D	$150.06	30,811	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. Represents shares withheld by the Issuer in payment of the tax liability arising in connection with the settlement of restricted stock units.

	/s/ Andrew Reardon	08/12/2025
	** 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 transaction did Andrew Reardon report on Form 4 for LGND?

1,325 shares were withheld by the issuer to satisfy tax liability from settlement of restricted stock units; withholding price was $150.06 per share.

What is Andrew Reardon's role at Ligand Pharmaceuticals (LGND)?

Chief Legal Officer & Secretary; reported on the Form 4 as an officer with the title CLO & Secretary.

How many shares does Reardon beneficially own after the reported transaction?

30,811 shares of common stock, reported as direct beneficial ownership following the withholding.

What does the Form 4 explanation say about the withheld shares?

The form states the shares represent amounts withheld by the issuer to pay the tax liability arising from the settlement of restricted stock units.

Was this an open-market sale or purchase?

No. The filing reports issuer withholding of shares to cover taxes on RSU settlement, not an open-market transaction.