LGND CEO Todd Davis acquires stock through employee plan in Form 4 filing

Rhea-AI Filing Summary

LIGAND PHARMACEUTICALS INC Chief Executive Officer Todd C. Davis recorded a small employee stock purchase transaction. On this Form 4, he acquired 132 shares of common stock at $160.7095 per share under the Ligand Employee Stock Purchase Plan in a transaction exempt under Rule 16b-3. Following this routine plan purchase, he directly holds 199,513 common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Davis Todd C

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Common Stock	132	$160.7095	$21K

Holdings After Transaction: Common Stock — 199,513 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares acquired: 132 shares Purchase price per share: $160.7095 per share Post-transaction holdings: 199,513 shares

3 metrics

Shares acquired 132 shares Common stock acquired on June 30, 2026 under ESPP

Purchase price per share $160.7095 per share Price for ESPP acquisition on June 30, 2026

Post-transaction holdings 199,513 shares Direct common stock ownership after the transaction

Key Terms

Employee Stock Purchase Plan, Rule 16b-3(d), Rule 16b-3(c), transaction code J

4 terms

Employee Stock Purchase Plan financial

"These shares were acquired under the Ligand Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16b-3(d) regulatory

"exempt under both Rule 16b-3(d) and Rule 16b-3(c)"

Rule 16b-3(d) is a narrow SEC safe-harbor that shields company insiders (officers, directors and large shareholders) from liability for short‑swing profits when their buys or sells of company stock are made under a pre-established, written plan or contract that removes the insider’s ability to time trades. For investors, this matters because it permits predictable, automated insider transactions — like scheduled sales for diversification or payroll withholding — without triggering forced disgorgement, so such planned trades are treated differently from opportunistic insider trading.

Rule 16b-3(c) regulatory

"exempt under both Rule 16b-3(d) and Rule 16b-3(c)"

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

transaction code J regulatory

"transaction_code": "J""

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 05:10 PM Accepted by SEC EDGAR 07/06/2026 - 05:10 PM Learn about SEC filing dates

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).

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^*

Davis Todd C

(Last) (First) (Middle)

555 HERITAGE DRIVE

SUITE 200

(Street)

JUPITER FLORIDA 33458

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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
Common Stock	06/30/2026		J(1)		132	A	$160.7095	199,513	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. These shares were acquired under the Ligand Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c).

	By: /s/ Andrew Reardon, Attorney-in-Fact For: Todd C. Davis	07/06/2026
	** 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)

FAQ

What insider transaction did LGND CEO Todd C. Davis report on this Form 4?

Todd C. Davis reported acquiring 132 shares of Ligand common stock. The shares were obtained through the Ligand Employee Stock Purchase Plan at $160.7095 per share in a transaction classified as an “other” acquisition under Section 16 rules.

Was the LGND CEO’s June 30, 2026 transaction an open-market buy or sale?

The June 30, 2026 transaction was not an open-market trade. It reflects an acquisition of 132 shares through the Ligand Employee Stock Purchase Plan, a company benefit program, and is reported under transaction code J as an “other” type of transaction.

How many LGND shares does CEO Todd C. Davis hold after this reported transaction?

After this employee stock purchase, Todd C. Davis directly holds 199,513 shares of Ligand common stock. This figure represents his direct ownership position reported following the June 30, 2026 transaction on the Form 4 filing.

What does transaction code J mean in the LGND CEO’s Form 4 filing?

Transaction code J indicates an “other” type of acquisition or disposition under SEC rules. In this case, it corresponds to shares acquired through the Ligand Employee Stock Purchase Plan, rather than a standard open-market purchase or sale.

Why is the LGND CEO’s stock purchase described as exempt under Rule 16b-3?

The filing states the shares were acquired in transactions exempt under Rule 16b-3(d) and Rule 16b-3(c). These provisions allow certain employee benefit and compensation-related transactions by insiders to be exempt from short-swing profit liability under Section 16 of the Exchange Act.