Madrigal (MDGL) insider sale via Morgan Stanley after option exercise

Rhea-AI Filing Summary

Madrigal Pharmaceuticals (MDGL) filed a Form 144 reporting a proposed sale of 43,605 shares of common stock through Morgan Stanley Smith Barney LLC with an aggregate market value of $15,239,947.50 and 22,289,014 shares outstanding. The filing states the shares were acquired by exercise of stock options on 08/12/2025 and paid in cash, with an approximate sale date of 08/12/2025. The form also lists multiple recent 10b5-1 sales by insiders Rebecca Taub and Paul A. Friedman in July–August 2025 that generated substantial gross proceeds, and the filing includes the standard representation that the seller is not aware of undisclosed material adverse information.

Positive

• Sale documented under Rule 144 with 10b5-1 plan references, indicating regulatory compliance
• Shares were acquired by exercise of stock options and paid in cash, per the filing

Negative

• Insiders executed multiple sizable 10b5-1 sales in July–August 2025 generating combined gross proceeds of $23,559,660.31
• Proposed sale of 43,605 shares valued at $15,239,947.50 is a significant insider disposition reported on Form 144

Insights

Financial Analyst

TL;DR: Insider exercised options and plans to sell 43,605 shares valued at $15.24M; recent 10b5-1 sales generated substantial proceeds.

The filing documents a routine but sizable insider sale tied to an option exercise on 08/12/2025 and an intended sale the same day through Morgan Stanley Smith Barney LLC. The reported aggregate market value is $15,239,947.50. Recent 10b5-1 transactions by named insiders across July–August 2025 produced multi‑million dollar proceeds, indicating prearranged sales rather than spontaneous trades. From a financial standpoint this is neutral to slightly informative: it increases available float and provides liquidity to insiders but does not alone reveal company operating performance.

Corporate Governance Expert

TL;DR: Multiple 10b5-1 sales plus a Form 144 show insiders followed recognized compliance mechanisms for planned dispositions.

The filing records compliance with Rule 144 and references trading under Rule 10b5-1 plans for recent sales, and it includes the seller's representation that no material nonpublic information is known. The use of an established broker and the explicit statement about plan adoption and certifications are governance positives, showing adherence to disclosure and insider-trading frameworks. The scale and cadence of sales are material facts investors may monitor for context.

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	43605	15239947.50	22289014	08/12/2025	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	08/12/2025	Exercise of Stock Options	Issuer			43605	08/12/2025	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	08/11/2025	3200	1120752.96
10b5-1 Sales for PAUL A FRIEDMAN Four Tower Bridge 200 Barr Harbor Drive, Suite 200 West Conshohocken PA 19428	Common	08/11/2025	3203	1121917.27
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 Madrigal Pharmaceuticals' (MDGL) Form 144 report?

The Form 144 reports a proposed sale of 43,605 common shares through Morgan Stanley with an aggregate market value of $15,239,947.50 and 22,289,014 shares outstanding.

When were the shares in the Form 144 acquired for MDGL?

The filing states the shares were acquired by exercise of stock options on 08/12/2025 and payment was made in cash.

Who are the insiders with recent 10b5-1 sales mentioned in the filing?

The filing lists 10b5-1 sales by Rebecca Taub and Paul A. Friedman across July and August 2025 with multiple transactions and multi‑million dollar gross proceeds.

What broker is handling the proposed sale in the Form 144?

The proposed sale is to be handled by Morgan Stanley Smith Barney LLC, Executive Financial Services, 1 New York Plaza.

Does the Form 144 include any statements about material nonpublic information?

Yes, the person for whose account the securities are to be sold represents by signing the notice that they do not know any material adverse information about the issuer that has not been publicly disclosed.