MannKind (MNKD) EVP trades shares under pre-set Rule 10b5-1 plan

Rhea-AI Filing Summary

MannKind Corp executive David Thomson, EVP, General Counsel & Secretary, reported recent transactions in the company’s common stock. He completed an open-market sale of 3,033 shares at a weighted average price of $3.29 per share, executed pursuant to a pre-arranged Rule 10b5-1 trading plan established on August 27, 2025. Separately, 12,387 shares were withheld to cover tax obligations tied to the vesting of restricted stock units that were originally granted on May 10, 2022, which is a non-market, tax-related disposition. After these transactions, Thomson directly holds 826,299 shares of MannKind common stock.

Insider Trade Summary 10b5-1

Net Seller: 3,033 shares ($9,979)

Net Sell 2 txns

Insider Thomson David

Role EVP Genl Counsel & Secretary

Sold 3,033 shs ($10K)

Type	Security	Shares	Price	Value
Sale	Common Stock, $0.01 Par Value	3,033	$3.29	$10K
Tax Withholding	Common Stock, $0.01 Par Value	12,387	$3.52	$44K

Holdings After Transaction: Common Stock, $0.01 Par Value — 826,299 shares (Direct, null)

Footnotes (1)

1. Represents shares withheld to pay tax withholding obligations due on the date of vesting of the Restricted Stock Units originally granted on May 10, 2022. Transaction occurred pursuant to Rule 10b5-1 Plan established August 27, 2025. The weighted average sales price of the reported transaction was $3.29 based on a range of prices between $3.25 and $3.34. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

Key Figures

Open-market sale: 3,033 shares at $3.29 Tax withholding shares: 12,387 shares at $3.52 Shares owned after transactions: 826,299 shares +1 more

4 metrics

Open-market sale 3,033 shares at $3.29 Common stock sale on May 12, 2026

Tax withholding shares 12,387 shares at $3.52 Tax-withholding disposition on May 11, 2026

Shares owned after transactions 826,299 shares Direct ownership following reported Form 4 transactions

Net open-market activity 3,033 net shares sold Net buy/sell direction classified as net-sell

Key Terms

Rule 10b5-1 Plan, Restricted Stock Units, tax withholding obligations, weighted average sales price

4 terms

Rule 10b5-1 Plan financial

"Transaction occurred pursuant to Rule 10b5-1 Plan established August 27, 2025."

A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.

Restricted Stock Units financial

"Represents shares withheld to pay tax withholding obligations due on the date of vesting of the Restricted Stock Units originally granted on May 10, 2022."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Represents shares withheld to pay tax withholding obligations due on the date of vesting of the Restricted Stock Units originally granted on May 10, 2022."

weighted average sales price financial

"The weighted average sales price of the reported transaction was $3.29 based on a range of prices between $3.25 and $3.34."

Form 4 Insider Transactions: What Each Field Means →

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^*

Thomson David

(Last) (First) (Middle)

1 CASPER STREET

(Street)

DANBURY CONNECTICUT 06810

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MANNKIND CORP [ MNKD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Genl Counsel & Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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, $0.01 Par Value	05/11/2026		F		12,387(1)	D	$3.52	829,332	D
Common Stock, $0.01 Par Value	05/12/2026		S(2)		3,033	D	$3.29(3)	826,299	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

Explanation of Responses:

1. Represents shares withheld to pay tax withholding obligations due on the date of vesting of the Restricted Stock Units originally granted on May 10, 2022.

2. Transaction occurred pursuant to Rule 10b5-1 Plan established August 27, 2025.

3. The weighted average sales price of the reported transaction was $3.29 based on a range of prices between $3.25 and $3.34. Upon request by the SEC staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price will be provided.

	/s/ David Thomson	05/13/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did MannKind (MNKD) EVP David Thomson report in this Form 4?

He reported an open-market sale of 3,033 MannKind shares and a separate tax-related share withholding. These transactions adjusted his direct holdings and documented routine equity and tax events in MannKind common stock.

How many MannKind (MNKD) shares did the EVP sell and at what price?

David Thomson sold 3,033 MannKind common shares at a weighted average price of $3.29. The sale occurred in the open market, with individual trade prices ranging from $3.25 to $3.34 per share.

Were David Thomson’s MannKind (MNKD) share sales under a Rule 10b5-1 plan?

Yes. The Form 4 notes the open-market sale was executed under a Rule 10b5-1 trading plan established on August 27, 2025. Such plans pre-schedule trades, indicating a structured approach rather than ad hoc timing.

Why were 12,387 MannKind (MNKD) shares disposed of in a tax-withholding transaction?

Those 12,387 shares were withheld to satisfy tax obligations upon vesting of restricted stock units originally granted on May 10, 2022. This tax-withholding disposition is a non-market event tied to equity compensation.

How many MannKind (MNKD) shares does David Thomson own after these transactions?

Following the reported sale and tax-withholding disposition, David Thomson directly owns 826,299 shares of MannKind common stock. This post-transaction figure reflects his updated equity position as disclosed in the Form 4.

Does the Form 4 for MannKind (MNKD) involve any derivative securities or option exercises?

No derivative transactions are reported in this Form 4. The filing only shows non-derivative common stock entries: one open-market sale and one tax-withholding disposition related to vested restricted stock units.