Neurocrine Biosciences (NBIX) CSO logs RSU vesting and tax share withholding

Rhea-AI Filing Summary

Neurocrine Biosciences Chief Scientific Officer Jude Onyia reported routine equity compensation activity. On January 31, 2026, 238 restricted stock units converted into 238 shares of common stock at an exercise price of $0, increasing Onyia’s direct holdings to 16,119 shares.

On the same date, 142 of those shares were withheld by Neurocrine Biosciences at $136.06 per share to cover tax obligations tied to the RSU vesting, as disclosed in the footnotes. No shares were sold in the open market, and Onyia’s direct ownership after withholding was 15,977 common shares.

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

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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^*

Onyia Jude

(Last) (First) (Middle)

6027 EDGEWOOD BEND CT.

(Street)

SAN DIEGO CA 92130

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEUROCRINE BIOSCIENCES INC [ NBIX ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/31/2026

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	01/31/2026		M		238	A	$0	16,119	D
Common Stock	01/31/2026		F		142(1)	D	$136.06	15,977	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
Restricted Stock Unit	(2)	01/31/2026		M			238	(3)	(3)	Common Stock	238	$0	0	D

Explanation of Responses:

1. Shares withheld by Neurocrine Biosciences, Inc. (the "Company" or "Issuer") to satisfy tax withholding requirements on vesting of restricted stock units ("RSUs"). No shares were sold.

2. Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.

3. This RSU was granted to the Reporting Person on January 31, 2022. In accordance with the terms of the RSU, the award vested as to 237 shares on January 31, 2023, vested as to 237 shares on January 31, 2024, vested as to 238 shares on January 31, 2025, and vested as to 238 shares on January 31, 2026, subject to the terms and conditions of the award.

Remarks:

	/s/ Darin Lippoldt, Attorney-in-Fact	02/03/2026
	** 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).
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FAQ

What insider transaction did NBIX Chief Scientific Officer Jude Onyia report?

Jude Onyia reported the vesting and settlement of restricted stock units. On January 31, 2026, 238 RSUs converted into 238 Neurocrine Biosciences common shares at a $0 exercise price, reflecting standard equity compensation rather than an open-market purchase.

Did the NBIX insider sell any Neurocrine Biosciences shares in this Form 4?

No open-market sales occurred in this filing. The company withheld 142 shares at $136.06 per share solely to satisfy tax withholding obligations on vested RSUs. The footnotes explicitly state that no shares were sold.

How many NBIX shares does Jude Onyia own after the reported Form 4 transactions?

Jude Onyia directly owns 15,977 Neurocrine Biosciences shares after these transactions. Holdings briefly increased to 16,119 shares when 238 RSUs vested, then fell to 15,977 shares after 142 shares were withheld for taxes.

What was the purpose of the 142 NBIX shares withheld in the Form 4 filing?

The 142 shares were withheld to cover tax obligations on RSU vesting. Neurocrine Biosciences retained these shares at $136.06 per share to satisfy tax withholding requirements associated with the January 31, 2026 restricted stock unit vesting.

What are the key terms of Jude Onyia’s RSU grant reported by NBIX?

The RSU grant vested in four annual tranches. Granted on January 31, 2022, it vested as to 237 shares in 2023, 237 shares in 2024, 238 shares in 2025, and 238 shares in 2026, each RSU representing one common share.

Is the NBIX Form 4 transaction by Jude Onyia a market signal or routine compensation?

The disclosed activity reflects routine equity compensation mechanics. RSUs converted into common shares at a $0 exercise price, and shares were withheld for taxes, with no open-market buying or selling reported in this Form 4.