[Form 4] MADRIGAL PHARMACEUTICALS, INC. Insider Trading Activity

Rhea-AI Filing Summary

Madrigal Pharmaceuticals (MDGL) director reported option exercises and share sales. On 11/05/2025, the insider exercised stock options for 5,470 shares at $9.45, 10,000 shares at $303.79, and 1,105 shares at $280.04 (all fully vested). The insider then sold multiple blocks of common stock, with weighted-average sale prices ranging from about $480.2397 to $490.9817, as detailed in footnotes. After these transactions, the insider directly beneficially owned 2,627 shares.

Insights

Insider transactions analyst

Routine Form 4: option exercises followed by open-market sales.

The filing lists option exercises for 5,470 shares at $9.45, 10,000 shares at $303.79, and 1,105 shares at $280.04 on 11/05/2025, all from fully vested options. Subsequent sales occurred in multiple tranches with weighted-average prices in the $480–$491 range.

This is an administrative disclosure of personal trading activity, not an operational event. Post-transaction direct holdings are 2,627 shares. Actual market impact depends on trade size versus daily volume and broader market conditions.

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
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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^*

BATE KENNETH

(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)
11/05/2025

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	11/05/2025		M		5,470	A	$9.45	8,097	D
Common Stock	11/05/2025		M		10,000	A	$303.79	18,097	D
Common Stock	11/05/2025		M		1,105	A	$280.04	19,202	D
Common Stock	11/05/2025		S		1,763	D	$480.2397(1)	17,439	D
Common Stock	11/05/2025		S		3,259	D	$481.1276(2)	14,180	D
Common Stock	11/05/2025		S		1,284	D	$482.4122(3)	12,896	D
Common Stock	11/05/2025		S		2,069	D	$483.4074(4)	10,827	D
Common Stock	11/05/2025		S		1,931	D	$484.7773(5)	8,896	D
Common Stock	11/05/2025		S		1,008	D	$485.5368(6)	7,888	D
Common Stock	11/05/2025		S		827	D	$486.7347(7)	7,061	D
Common Stock	11/05/2025		S		2,775	D	$487.494(8)	4,286	D
Common Stock	11/05/2025		S		696	D	$489.094(9)	3,590	D
Common Stock	11/05/2025		S		933	D	$489.9455(10)	2,657	D
Common Stock	11/05/2025		S		30	D	$490.9817(11)	2,627	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
Stock Option (Right to Buy)	$9.45	11/05/2025		M			5,470	(12)	07/22/2026	Common Stock	5,470	$0	0	D
Stock Option (Right to Buy)	$303.79	11/05/2025		M			10,000	(12)	06/19/2028	Common Stock	10,000	$0	0	D
Stock Option (Right to Buy)	$280.04	11/05/2025		M			1,105	(12)	06/25/2031	Common Stock	1,105	$0	0	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $479.66 to $480.64, 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.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $480.71 to $481.68, inclusive.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $481.84 to $482.71, inclusive.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $483.00 to $483.92, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $484.02 to $485.015, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $485.10 to $486.04, inclusive.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $486.10 to $486.99, inclusive.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $487.13 to $488.09, inclusive.

9. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $488.74 to $489.49, inclusive.

10. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $489.74 to $490.7125, inclusive.

11. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $490.7625 to $491.42, inclusive.

12. The shares underlying this option are fully vested and exercisable.

Remarks:

	/s/ Mardi Dier, as Attorney-in-Fact	11/07/2025
	** 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

What did MDGL’s director report on the Form 4 dated 11/05/2025?

Option exercises and subsequent open‑market sales, with direct holdings ending at 2,627 shares.

How many MDGL options were exercised and at what prices?

Options for 5,470 at $9.45, 10,000 at $303.79, and 1,105 at $280.04 were exercised.

What prices were MDGL shares sold for in the reported transactions?

Weighted‑average prices ranged from approximately $480.2397 to $490.9817, with detailed ranges in footnotes.

Were the options exercised by the MDGL director vested?

Yes. The filing states the shares underlying each option were fully vested and exercisable.

What is the MDGL director’s share ownership after the transactions?

The director beneficially owned 2,627 shares directly after the reported trades.

What do the weighted‑average price footnotes indicate?

Shares were sold in multiple trades within stated price ranges; the insider can provide exact amounts upon request.