Madrigal Pharmaceuticals (MDGL) director Taub sells shares under plan

Rhea-AI Filing Summary

Madrigal Pharmaceuticals director Rebecca Taub reported stock transactions dated 01/09/2026. She exercised a stock option for 240 shares of common stock at $15.80 per share and then sold 40 shares at $545.79 and 200 shares at a weighted average price of $551.242. These sales were made under a Rule 10b5-1 trading plan adopted on September 10, 2025. After the reported sales, she directly owned 455,589 shares of common stock. The filing also lists 655,540 shares held indirectly by SQN, LLC, an entity for which she and her spouse are managing members, and she disclaims beneficial ownership of those securities except to the extent of 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

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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).

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		240	A	$15.8	455,829	D
Common Stock	01/09/2026		S(1)		40	D	$545.79	455,789	D
Common Stock	01/09/2026		S(1)		200	D	$551.242(2)	455,589	D
Common Stock								655,540	I	By SQN, LLC(3)

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			240	(4)	03/02/2027	Common Stock	240	$0	0	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 $551.24 to $551.25, 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 range set forth in this footnote.

3. 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.

4. 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 in Madrigal Pharmaceuticals (MDGL) Form 4?

The Form 4 identifies Rebecca Taub as the reporting person. She is listed as a director of Madrigal Pharmaceuticals, Inc. (MDGL) and is filing individually.

What transactions did Rebecca Taub report in this MDGL Form 4?

On 01/09/2026, she reported: (1) exercising a stock option for 240 shares of common stock at $15.80 per share (coded "M"), and (2) selling 40 shares at $545.79 and 200 shares at a weighted average price of $551.242, both coded "S" as open market sales.

How many Madrigal Pharmaceuticals shares does Rebecca Taub own after these transactions?

Following the reported transactions, Rebecca Taub directly owned 455,589 shares of Madrigal Pharmaceuticals common stock. The filing also reports 655,540 shares held indirectly by SQN, LLC.

What is the significance of the Rule 10b5-1 trading plan mentioned in the Form 4 for MDGL?

The filing states that the reported sales were effected under a Rule 10b5-1 trading plan adopted by the reporting person on September 10, 2025. Such plans pre-establish trading instructions, allowing insiders to sell shares according to set terms.

What does the SQN, LLC indirect ownership disclosure mean in this MDGL filing?

The Form 4 notes that 655,540 shares of Madrigal Pharmaceuticals common stock are held indirectly "By SQN, LLC". It explains that Rebecca Taub 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.

What happened to the stock option reported in Table II of the MDGL Form 4?

Table II shows a stock option (right to buy) with an exercise price of $15.80. On 01/09/2026, 240 derivative securities were exercised (transaction code "M"), providing 240 underlying shares of common stock. After the exercise, 0 derivative securities of this option remained beneficially owned.