PUMA Biotechnology (PBYI) CEO awarded new stock options and RSUs

Rhea-AI Filing Summary

PUMA BIOTECHNOLOGY, INC. President and CEO Alan H. Auerbach reported equity awards that increase his direct holdings. On February 18, 2026, he received a grant of stock options for 227,474 shares at an exercise price of $0.00 per share.

On the same date, he was also granted 159,778 shares of common stock in the form of restricted stock units. Both the RSUs and the options vest in four equal installments on July 1, 2026, January 1, 2027, July 1, 2027 and January 1, 2028, subject to continued employment and possible acceleration in certain events.

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).

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^*

AUERBACH ALAN H

(Last) (First) (Middle)

C/O PUMA BIOTECHNOLOGY, INC.

10880 WILSHIRE BLVD., SUITE 1700

(Street)

LOS ANGELES CA 90024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PUMA BIOTECHNOLOGY, INC. [ PBYI ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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(1)	02/18/2026		A		159,778(1)	A	$0(1)	7,305,729	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)	$6.68	02/18/2026		A		227,474		(2)	02/17/2036	Common Stock	227,474	$0	227,474	D

Explanation of Responses:

1. Represents the grant of Restricted Stock Units ('RSUs"). Subject to the Reporting Person's continued status as an Employee of the Company, the RSUs shall vest with respect to one-fourth (1/4th) of the RSUs on each of July 1, 2026, January 1, 2027, July 1, 2027 and January 1, 2028, subject to acceleration in certain events.

2. Subject to the Reporting Person's continued status as an Employee of the Company, the Options shall vest and become exercisable with respect to one-fourth (1/4th) of the shares of Common Stock subject thereto on each of July 1, 2026, January 1, 2027, July 1, 2027 and January 1, 2028, subject to acceleration in certain events.

	/s/ Gordon Esplin as attorney-in-fact for Alan H. Auerbach	02/20/2026
	** 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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FAQ

What insider transactions did PBYI CEO Alan H. Auerbach report on this Form 4?

Alan H. Auerbach reported receiving equity awards, not open-market trades. He was granted stock options for 227,474 shares and 159,778 restricted stock units of PUMA BIOTECHNOLOGY, INC., both tied to his role as President and CEO and subject to multi-year vesting.

How many PBYI stock options were granted to Alan H. Auerbach in this filing?

Alan H. Auerbach was granted stock options covering 227,474 shares of PUMA BIOTECHNOLOGY, INC. common stock. These options were awarded at an exercise price of $0.00 per share and vest in four equal parts between July 2026 and January 2028, contingent on continued employment.

What restricted stock unit (RSU) grant did PBYI disclose for its CEO in this Form 4?

PUMA BIOTECHNOLOGY, INC. disclosed that its CEO received 159,778 restricted stock units. These RSUs represent shares of common stock that will vest in four equal installments on specified dates from July 2026 through January 2028, assuming he remains an employee and subject to possible acceleration.

How do the vesting terms work for Alan H. Auerbach’s PBYI RSUs and options?

Both the RSUs and options vest over time. One-fourth of each award vests on July 1, 2026, January 1, 2027, July 1, 2027, and January 1, 2028, provided Alan H. Auerbach remains an employee, with potential acceleration in certain specified events.

Did Alan H. Auerbach buy or sell PBYI shares on the open market in this Form 4?

This Form 4 does not show open-market buying or selling. Instead, it reflects equity compensation grants to Alan H. Auerbach, including stock options and restricted stock units, awarded at no cash cost per share and subject to multi-year vesting conditions tied to ongoing employment.

What was Alan H. Auerbach’s direct PBYI common stock holding after these grants?

Following the restricted stock unit grant, Alan H. Auerbach’s direct common stock holding reported in this Form 4 was 7,305,729 shares. This figure reflects his direct ownership after the award of 159,778 RSUs, which themselves vest over several dates through early 2028, assuming continued employment.