Madrigal Pharmaceuticals (MDGL) director Taub in 10b5-1 sales filing

Rhea-AI Filing Summary

Madrigal Pharmaceuticals director Rebecca Taub reported an insider transaction involving stock options and common shares of Madrigal Pharmaceuticals, Inc. (MDGL) dated 01/09/2026. She exercised a stock option for 18,410 shares of common stock at an exercise price of $15.8 per share and acquired the same number of common shares.

On the same date, she then sold Madrigal common stock in numerous open-market transactions under a Rule 10b5-1 trading plan, at weighted-average prices disclosed in ranges from $511.71 to $539.44 per share. After these trades, she held 455,589 shares of common stock directly and 655,540 shares indirectly through SQN, LLC, where she and her spouse are managing members, while disclaiming beneficial ownership beyond any pecuniary interest.

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).

X

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^*

Taub Rebecca

(Last) (First) (Middle)

C/O MADRIGAL PHARMACEUTICALS, INC.

200 BARR HARBOR DRIVE, SUITE 400

(Street)

WEST CONSHOHOCKEN PA 19428

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MADRIGAL PHARMACEUTICALS, INC. [ MDGL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/09/2026

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	01/09/2026		M		18,410	A	$15.8	473,999	D
Common Stock	01/09/2026		S(1)		960	D	$512.0179(2)	473,039	D
Common Stock	01/09/2026		S(1)		960	D	$513.1196(3)	472,079	D
Common Stock	01/09/2026		S(1)		937	D	$514.6291(4)	471,142	D
Common Stock	01/09/2026		S(1)		1,578	D	$515.8228(5)	469,564	D
Common Stock	01/09/2026		S(1)		521	D	$516.8085(6)	469,043	D
Common Stock	01/09/2026		S(1)		2,044	D	$517.8415(7)	466,999	D
Common Stock	01/09/2026		S(1)		970	D	$518.6658(8)	466,029	D
Common Stock	01/09/2026		S(1)		539	D	$519.8879(9)	465,490	D
Common Stock	01/09/2026		S(1)		440	D	$521.1112(10)	465,050	D
Common Stock	01/09/2026		S(1)		588	D	$521.9535(11)	464,462	D
Common Stock	01/09/2026		S(1)		732	D	$522.9817(12)	463,730	D
Common Stock	01/09/2026		S(1)		1,335	D	$524.062(13)	462,395	D
Common Stock	01/09/2026		S(1)		1,489	D	$525.1196(14)	460,906	D
Common Stock	01/09/2026		S(1)		913	D	$526.0475(15)	459,993	D
Common Stock	01/09/2026		S(1)		1,135	D	$526.9523(16)	458,858	D
Common Stock	01/09/2026		S(1)		465	D	$528.1562(17)	458,393	D
Common Stock	01/09/2026		S(1)		554	D	$529.2813(18)	457,839	D
Common Stock	01/09/2026		S(1)		256	D	$530.4525(19)	457,583	D
Common Stock	01/09/2026		S(1)		30	D	$531.05	457,553	D
Common Stock	01/09/2026		S(1)		40	D	$532.5	457,513	D
Common Stock	01/09/2026		S(1)		271	D	$534.1751(20)	457,242	D
Common Stock	01/09/2026		S(1)		89	D	$534.9324(21)	457,153	D
Common Stock	01/09/2026		S(1)		299	D	$535.8041(22)	456,854	D
Common Stock	01/09/2026		S(1)		385	D	$536.8832(23)	456,469	D
Common Stock	01/09/2026		S(1)		40	D	$537.84	456,429	D
Common Stock	01/09/2026		S(1)		400	D	$539.264(24)	456,029	D
Common Stock	01/09/2026		S(1)		40	D	$540.26	455,989	D
Common Stock	01/09/2026		S(1)		400	D	$542.72	455,589	D
Common Stock								655,540	I	By SQN, LLC(25)

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
Stock Option (Right to Buy)	$15.8	01/09/2026		M			18,410	(26)	03/02/2027	Common Stock	18,410	$0	240	D

Explanation of Responses:

1. These sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 10, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $511.71 to $512.56, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote and the footnotes below.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $513.00 to $513.58, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $514.32 to $515.25, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $515.32 to $516.29, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $516.32 to $517.26, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $517.36 to $518.35, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $518.39 to $519.29, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $519.45 to $520.38, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $520.46 to $521.45, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $521.50 to $522.49, inclusive.

12. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $522.51 to $523.47, inclusive.

13. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $523.59 to $524.58, inclusive.

14. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $524.59 to $525.56, inclusive.

15. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $525.59 to $526.55, inclusive.

16. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $526.63 to $527.58, inclusive.

17. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $527.71 to $528.52, inclusive.

18. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $528.72 to $529.69, inclusive.

19. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $529.97 to $530.63, inclusive.

20. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $533.60 to $534.57, inclusive.

21. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $534.60 to $534.99, inclusive.

22. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $535.62 to $536.32, inclusive.

23. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $536.64 to $537.30, inclusive.

24. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $539.00 to $539.44, inclusive.

25. The Reporting Person and her spouse are each managing members of SQN, LLC. The Reporting Person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, if any, and the inclusion of these shares in this report shall not be deemed an admission of the beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.

26. The shares underlying this stock option are fully vested and exercisable.

Remarks:

	/s/ Mardi Dier, as Attorney-in-Fact	01/13/2026
	** 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.

FAQ

Who is the insider trading Madrigal Pharmaceuticals (MDGL) shares in this Form 4?

The Form 4 reports transactions by Rebecca Taub, who is identified as a director of Madrigal Pharmaceuticals, Inc. and is the sole reporting person on the filing.

What stock option transaction did Rebecca Taub report for Madrigal Pharmaceuticals (MDGL)?

Rebecca Taub reported exercising a stock option (right to buy) covering 18,410 shares of Madrigal common stock at an exercise price of $15.8 per share on 01/09/2026, with the underlying shares fully vested and exercisable.

What common stock sales by Rebecca Taub are disclosed for Madrigal Pharmaceuticals (MDGL)?

The Form 4 lists multiple open-market sales of common stock on 01/09/2026, each coded S, at weighted-average prices with ranges including $511.71–$512.56, $513.00–$513.58, and up to $539.00–$539.44 per share, as detailed in the footnotes.

Were the Madrigal Pharmaceuticals (MDGL) share sales by Rebecca Taub under a Rule 10b5-1 plan?

Yes. A footnote states that the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 10, 2025.

How many Madrigal Pharmaceuticals (MDGL) shares does Rebecca Taub hold after the reported transactions?

Following the transactions on 01/09/2026, Rebecca Taub held 455,589 shares of Madrigal common stock directly and 655,540 shares indirectly through SQN, LLC, as reported in the holdings lines.

What is SQN, LLCs role in the Madrigal Pharmaceuticals (MDGL) holdings reported on this Form 4?

The filing reports 655,540 shares of Madrigal common stock held indirectly "By SQN, LLC". A footnote explains that the reporting person and her spouse are managing members of SQN, LLC and that she disclaims beneficial ownership of these securities except to the extent of any pecuniary interest.

How are the weighted-average sale prices explained in the Madrigal Pharmaceuticals (MDGL) Form 4?

Multiple footnotes explain that the prices shown for the sales are weighted-average prices and that the shares were sold in multiple transactions within specified price ranges. The reporting person undertakes to provide full information on the number of shares sold at each price within those ranges upon request.