Madrigal (NASDAQ: MDGL) grants CAO new RSUs and stock options

Rhea-AI Filing Summary

Madrigal Pharmaceuticals’ Chief Accounting Officer Rita Thakkar reported new equity awards. On January 15, 2026, she received 2,398 shares of common stock as a grant of restricted stock units at no cost. These units vest in four equal 25% installments on January 15 of 2027, 2028, 2029 and 2030, as long as she remains in service with the company on each vesting date.

She was also granted a stock option for 1,826 shares of common stock, likewise at no cost on the grant date. The option vests 25% of the shares on January 15, 2027, with the remaining 75% vesting in 6.25% increments on the last day of each successive three-month period, subject to continued service. After these grants, she directly holds 2,398 shares of common stock and 1,826 stock options.

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^*

Thakkar Rita

(Last) (First) (Middle)

C/O MADRIGAL PHARMACEUTICALS, INC.

200 BARR HARBOR DRIVE, SUITE 200

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		A(1)		2,398	A	$0	2,398	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)	$495.88	01/15/2026		A		1,826		(2)	01/15/2036	Common Stock	1,826	$0	1,826	D

Explanation of Responses:

1. Represents a grant of restricted stock units, which vest as to 25% of the shares on each of January 15, 2027, January 15, 2028, January 15, 2029 and January 15, 2030, provided the Reporting Person continues in service with the Issuer on each such date.

2. The option vests as to 25% of the shares on the first anniversary of the date of grant (January 15, 2027) and, thereafter, 6.25% of the shares shall vest on the last day of each successive three-month period, provided the Reporting Person continues in service with the Issuer on each such date.

Remarks:

	/s/ Mardi Dier, as Attorney-in-Fact	01/20/2026
	** 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

What insider transactions did MDGL report for Rita Thakkar on January 15, 2026?

Rita Thakkar, Madrigal Pharmaceuticals’ Chief Accounting Officer, reported receiving 2,398 restricted stock units of common stock and a stock option for 1,826 shares on January 15, 2026.

How do Rita Thakkars 2,398 MDGL restricted stock units vest?

The 2,398 restricted stock units vest as to 25% of the shares on each of January 15, 2027, 2028, 2029 and 2030, provided she continues in service with Madrigal Pharmaceuticals on each vesting date.

What are the vesting terms of the 1,826-share MDGL stock option granted to Rita Thakkar?

The 1,826-share stock option vests 25% on January 15, 2027, then 6.25% of the shares vest on the last day of each successive three-month period, subject to her continued service with the company.

How many MDGL common shares does Rita Thakkar own after these grants?

Following the reported transaction, Rita Thakkar beneficially owns 2,398 shares of Madrigal Pharmaceuticals common stock directly, plus 1,826 stock options.

Are the reported MDGL equity awards to Rita Thakkar direct or indirect holdings?

Both the 2,398 restricted stock units and the 1,826 stock options are reported as direct holdings of Rita Thakkar, with no nature of indirect ownership indicated.

What is Rita Thakkars role at Madrigal Pharmaceuticals (MDGL)?

Rita Thakkar is reported as an officer of Madrigal Pharmaceuticals, serving as its Chief Accounting Officer.