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

Rhea-AI Filing Summary

Neurocrine Biosciences’ Chief Commercial Officer Eric Benevich reported routine equity compensation activity. On January 31, 2026, 2,294 restricted stock units vested and converted into common shares at an exercise price of $0, increasing his direct holdings before tax withholding.

To cover taxes on the vesting, the company withheld 1,292 common shares at $136.06 per share, and no shares were sold in the market. After these transactions, Benevich directly owned 52,755 shares of Neurocrine Biosciences common stock.

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^*

BENEVICH ERIC

(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 Commercial 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		2,294	A	$0	54,047	D
Common Stock	01/31/2026		F		1,292(1)	D	$136.06	52,755	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			2,294	(3)	(3)	Common Stock	2,294	$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 2,293 shares on January 31, 2023, vested as to 2,294 shares on January 31, 2024, vested as to 2,294 shares on January 31, 2025, and vested as to 2,294 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.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did NBIX Chief Commercial Officer Eric Benevich report?

Eric Benevich reported the vesting of 2,294 restricted stock units into Neurocrine Biosciences common stock. This routine compensation event reflects previously granted equity converting into shares as scheduled under the award’s terms and does not represent an open-market purchase or sale.

How many NBIX shares were withheld for taxes in Eric Benevich’s Form 4?

The company withheld 1,292 Neurocrine Biosciences common shares at $136.06 per share to satisfy tax obligations. According to the filing, these shares were retained by the issuer for withholding purposes, and no shares were actually sold into the open market as part of this transaction.

How many Neurocrine Biosciences shares does Eric Benevich own after this transaction?

After the reported transactions, Eric Benevich directly owned 52,755 shares of Neurocrine Biosciences common stock. This balance reflects the RSU vesting of 2,294 shares and the tax withholding of 1,292 shares, as detailed in the Form 4 insider trading report filed with regulators.

Were any NBIX shares sold on the market in this Form 4 filing?

No shares were sold on the market in this filing. The Form 4 states that 1,292 shares were withheld by Neurocrine Biosciences solely to satisfy tax withholding requirements on RSU vesting, explicitly noting that no shares were sold as part of the reported transactions.

What are the key terms of Eric Benevich’s restricted stock unit grant at NBIX?

The RSU grant to Eric Benevich was awarded on January 31, 2022, and vested in four annual tranches. The award vested 2,293 shares in 2023 and 2,294 shares in each of 2024, 2025, and 2026, subject to the award’s terms and conditions set by Neurocrine Biosciences.

How does Neurocrine Biosciences describe RSUs in Eric Benevich’s filing?

Each restricted stock unit is described as a contingent right to receive one share of Neurocrine Biosciences common stock. This means RSUs convert into actual shares upon vesting, provided the applicable terms and conditions of the award are met by the reporting person over time.