[144] Madrigal Pharmaceuticals, Inc. SEC Filing

Rhea-AI Filing Summary

Madrigal Pharmaceuticals, Inc. (MDGL) Form 144 reports a proposed sale of 3,200 common shares through Morgan Stanley Smith Barney LLC on 08/11/2025 for an aggregate market value of $1,106,336.00. The filing shows 22,289,014 shares outstanding and lists NASDAQ as the exchange.

The shares were acquired on 08/11/2025 by exercise of stock options from the issuer, paid in cash. The filing also discloses multiple recent 10b5-1 sales by Rebecca Taub and Paul A. Friedman during July 2025 totaling 60,377 shares with combined gross proceeds of about $21.3 million.

Positive

• Proposed sale fully disclosed via Form 144, specifying broker, number of shares, market value, sale date, and exchange
• Acquisition method disclosed as an exercise of stock options with cash payment on the same date
• Prior 10b5-1 sales explicitly listed, showing transparency about recent insider trading activity

Negative

• Filer/issuer fields in the form are not populated (CIK/CCC and issuer name blanks), reducing filing completeness
• Large recent 10b5-1 sales in July 2025 total 60,377 shares with combined gross proceeds of about $21.3M, which may raise investor attention
• This Form 144 alone provides limited financial context (no market capitalization or share price history included), constraining materiality assessment

Insights

Securities Analyst

TL;DR: Routine Form 144 with a small proposed sale; notable recent 10b5-1 sales totaling ~60k shares (~$21.3M).

The notice documents a proposed sale of 3,200 shares (≈0.014% of the reported 22,289,014 shares outstanding), acquired and to be sold on 08/11/2025 following an option exercise. Recent 10b5-1 transactions listed in July 2025 total 60,377 shares (≈0.27% of outstanding), producing combined gross proceeds of roughly $21.3 million. These figures are explicit in the filing and, taken together, are more informational than clearly material to company valuation in absence of other financial context.

Corporate Governance Expert

TL;DR: The filing documents option exercise and pre-planned sales but shows incomplete filer/issuer fields, reducing disclosure clarity.

The form explicitly records the nature of acquisition as an exercise of stock options and labels several prior sales as 10b5-1 transactions. However, the filing body lacks populated filer identifiers and the issuer name fields within the form tables are blank, which is a disclosure completeness issue that could complicate automated parsing or investor review.

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
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	3200	1106336.00	22289014	08/11/2025	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 *
Common	08/11/2025	Exercise of Stock Options	Issuer			3200	08/11/2025	Cash

* 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

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for REBECCA TAUB Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	07/18/2025	1000	350005.00
10b5-1 Sales for PAUL A FRIEDMAN Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	07/18/2025	1400	490043.96
10b5-1 Sales for REBECCA TAUB Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	07/17/2025	2657	931034.70
10b5-1 Sales for PAUL A FRIEDMAN Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	07/17/2025	2700	946300.96
10b5-1 Sales for REBECCA TAUB Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	07/16/2025	26444	9347062.51
10b5-1 Sales for PAUL A FRIEDMAN Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	07/16/2025	26176	9252542.95

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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 does the MDGL Form 144 report?

The filing reports a proposed sale of 3,200 common shares through Morgan Stanley Smith Barney LLC on 08/11/2025 with aggregate market value $1,106,336.00.

How were the shares being sold acquired according to the filing?

The filing states the shares were acquired on 08/11/2025 by exercise of stock options from the issuer and paid for in cash.

Were there recent insider sales disclosed in this filing?

Yes. The filing lists multiple 10b5-1 sales in July 2025 by Rebecca Taub and Paul A. Friedman totaling 60,377 shares with combined gross proceeds of about $21.3M.

What exchange will the proposed sale occur on?

The Form 144 identifies the NASDAQ as the securities exchange for the proposed sale.

Does the filing show the company’s total shares outstanding?

Yes. The filing reports 22,289,014 shares outstanding.

Are there any completeness issues in the filing?

The form tables show missing filer identifiers and issuer name fields are blank, which is explicitly visible in the document.