Madrigal (MDGL) Rule 144 shows option exercise and recent insider sales

Rhea-AI Filing Summary

Madrigal Pharmaceuticals, Inc. (MDGL) Rule 144 notice shows proposed and recent sales of common stock by an identified insider. The filing lists a proposed sale of 1,000 shares through Morgan Stanley Smith Barney with an aggregate market value of $390,224.20, slated for 08/20/2025 on NASDAQ. Those 1,000 shares were acquired the same day by exercise of options under a registered plan and paid in cash. The filer also reported prior sales by the same person in the past three months: 2,000 shares on 08/18/2025 for $764,481.20 and 4,100 shares on 08/15/2025 for $1,503,481.48. The notice includes the standard insider representation that no undisclosed material adverse information is known.

Positive

• Acquisition source disclosed: 1,000 shares were acquired by exercise of options under a registered plan, indicating a standard, compliant mechanism.
• Broker and transaction details provided: Broker name, approximate sale date, and aggregate market values are included, supporting transparency.

Negative

• Insider selling activity: Recent sales total 7,100 shares within the reporting window, which could increase available supply and pressure the stock price.
• No 10b5-1 plan date disclosed: The filing does not indicate whether sales were part of a pre-established trading plan, limiting clarity on whether sales were preplanned.

Insights

Securities Analyst

TL;DR: Insider executed option exercise and has been selling shares recently, indicating liquidity actions rather than disclosed adverse events.

The filing documents an executive or insider sale activity under Rule 144: a contemporaneous option exercise of 1,000 shares followed by an intended sale, and two recent sales totaling 6,100 shares generating about $2.27 million gross proceeds. The source of the 1,000-share lot is an exercise under a registered plan, which supports that these are planned, compliant transactions rather than opportunistic off-market disposals. For investors, the activity is noteworthy as insider supply may exert modest near-term selling pressure, but the filing contains no information about company fundamentals, material events, or deviations from standard compliance practices.

Corporate Governance Expert

TL;DR: Documentation appears procedurally complete but reveals concentrated insider sales over a short period.

The notice provides required details: broker, amounts, acquisition dates, and representation regarding material nonpublic information. The pattern—exercise of options and immediate sales plus two earlier sales within five days—suggests liquidity monetization by the named individual. This is procedurally typical when insiders exercise options and sell to cover taxes or diversify. The filing does not disclose any trading plan adoption date or 10b5-1 details, so it is not possible to confirm whether sales were preplanned under an automated plan.

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	1000	390224.20	22289014	08/20/2025	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	08/20/2025	Exercise of options under a registered plan	Issuer			1000	08/20/2025	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
FRED CRAVES 200 Barr Harbor Drive Suite 200 West Conshohocken PA 19428	Common	08/18/2025	2000	764481.20
FRED CRAVES 200 Barr Harbor Drive Suite 200 West Conshohocken PA 19428	Common	08/15/2025	4100	1503481.48

144: Remarks and Signature

Remarks

Date of Notice

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 insider sales does the MDGL Form 144 disclose?

The filing discloses a proposed sale of 1,000 shares on 08/20/2025 and prior sales of 2,000 shares on 08/18/2025 and 4,100 shares on 08/15/2025 by the same person.

How much were the recent insider sales worth according to the filing?

The 1,000-share proposed sale has an aggregate market value of $390,224.20; prior sales reported gross proceeds of $764,481.20 and $1,503,481.48.

How were the 1,000 shares acquired before the proposed sale?

They were acquired on 08/20/2025 by exercise of options under a registered plan and paid for in cash.

Through which broker will the proposed sale be executed?

The broker listed is Morgan Stanley Smith Barney LLC Executive Financial Services in New York.

Does the filing state whether the seller knows of any undisclosed material information?

Yes. By signing the notice the person represents they do not know any material adverse information about the issuer that has not been publicly disclosed.