Equity grants and tax share withholdings for Ligand (LGND) CLO

Rhea-AI Filing Summary

Ligand Pharmaceuticals’ CLO & Secretary Andrew Reardon reported equity compensation activity and related tax withholding in company stock. On February 14, 2026, he acquired 6,928 and 8,810 shares of common stock at no cost through grants tied to performance stock units and restricted stock units.

On February 14–15, 2026, several transactions coded “F” show blocks of common shares, including 3,211 and 4,083 shares at $183.83 per share, being withheld by the issuer to cover tax liabilities from these equity awards, rather than open‑market sales.

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

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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)
02/14/2026

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	02/14/2026		A		6,928	A	$0.0(1)	37,739	D
Common Stock	02/14/2026		F		3,211(2)	D	$183.83	34,528	D
Common Stock	02/14/2026		A		8,810	A	$0.0(1)	43,338	D
Common Stock	02/14/2026		F		4,083(2)	D	$183.83	39,255	D
Common Stock	02/15/2026		F		593(3)	D	$183.83	38,662	D
Common Stock	02/15/2026		F		801(3)	D	$183.83	37,861	D
Common Stock	02/15/2026		F		992(3)	D	$183.83	36,869	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 of common stock issued upon the vesting and certification of performance stock units ("PSUs").

2. Represents shares withheld by the Issuer in payment of the tax liability arising in connection with the settlement of PSUs.

3. 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	02/18/2026
	** 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).
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FAQ

What did LGND’s Andrew Reardon report in this Form 4 filing?

Andrew Reardon reported equity compensation and related tax withholding in Ligand common stock. He received stock grants linked to performance and restricted stock units, and the company withheld some shares at $183.83 per share to satisfy tax liabilities arising from those awards.

How many Ligand (LGND) shares were granted to Andrew Reardon?

Andrew Reardon was granted 6,928 and 8,810 shares of Ligand common stock. These shares were issued upon vesting and certification of performance stock units and upon settlement of restricted stock units, and were reported with a transaction price of $0.00 per share in the Form 4.

Were Andrew Reardon’s LGND Form 4 transactions open-market sales?

The Form 4 does not show open-market sales; it shows tax-withholding dispositions. Transactions coded “F” reflect shares withheld by the issuer at $183.83 per share to pay tax liabilities from performance stock unit and restricted stock unit settlements, not discretionary sales into the market.

What does transaction code “F” mean in this LGND Form 4?

Transaction code “F” indicates shares used to pay exercise price or tax liabilities. In this filing, it reflects Ligand withholding common shares, at $183.83 per share, to cover Andrew Reardon’s tax obligations related to the settlement of performance and restricted stock units.

What role does Andrew Reardon hold at Ligand Pharmaceuticals (LGND)?

Andrew Reardon is identified as an officer of Ligand Pharmaceuticals, serving as CLO & Secretary. His Form 4 reports changes in his beneficial ownership of Ligand common stock resulting from stock awards and issuer share withholdings for taxes tied to those equity awards.

How are performance stock units (PSUs) reflected in this LGND insider filing?

The filing notes that some reported shares were issued upon vesting and certification of performance stock units. These PSUs converted into common stock grants for Andrew Reardon, and separate “F” transactions show shares withheld by the issuer to cover the resulting tax liabilities.