[144] Takeda Pharmaceutical Company Limited American SEC Filing

Rhea-AI Filing Summary

Takeda Pharmaceutical Company Limited (NYSE: TAK) filed a Form 144 indicating the proposed sale of 169,313 American Depositary Shares (ADSs). The securities were acquired via restricted stock unit (RSU) awards that vested on 07/01/2025 and have an aggregate market value of US$2,610,806.46. The filer plans to sell the shares through Interactive Brokers LLC on or about 07/09/2025. According to the notice, the issuer has 123,490,548 ADSs outstanding, and the planned sale will be executed on the NYSE.

Form 144 is a disclosure of intent, not a confirmation that the sale has occurred. The filing contains no indication of undisclosed adverse information, and no other sales by the filer were reported in the past three months. No financial performance metrics or strategic updates were provided; the document is strictly related to the planned disposition of shares.

Positive

• None.

Negative

• Insider plans to sell 169,313 ADSs valued at US$2.6 million, which some investors may interpret as a modestly negative sentiment signal despite representing only about 0.14% of shares outstanding.

Insights

Securities Analyst

TL;DR: 169,313-share Form 144 equals ~US$2.6 M; small vs 123 M ADS float, neutral liquidity event.

The filing signals an insider’s intention to monetize equity compensation valued at roughly US$2.6 million. Against the 123.5 million ADSs outstanding, the stake represents about 0.14%, a level unlikely to exert material market pressure. Because Form 144 is a notice, execution risk remains, and the sale may occur under pre-existing 10b5-1 instructions. Absent accompanying operational data or earnings commentary, the event is best viewed as routine insider diversification rather than a directional indicator for TAK’s fundamentals.

Corporate Governance Expert

TL;DR: Routine RSU-driven insider sale; governance impact minimal, disclosure aligns with Rule 144 requirements.

The shares originate from recently-vested RSUs, suggesting ordinary compensation liquidity rather than strategic divestiture. The filer affirms no knowledge of undisclosed adverse information, satisfying Rule 144 anti-fraud safeguards. No aggregation of prior sales was necessary, indicating limited ongoing disposition activity. From a governance perspective, transparent advance notice and broker-facilitated execution on the NYSE meet best-practice standards. Overall, the event poses negligible governance risk.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
American Depositary Shares (ADSs)	Interactive Brokers LLC One Pickwick Plaza Greenwich CT 06830	169313	2610806.46	123490548	07/09/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
ADSs	07/01/2025	Restricted Stock Unit Awards - Vested.	Takeda Pharmaceutical Company Limited			363568	07/01/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Takeda (TAK) ADSs are covered by the Form 144 filing?

The notice covers 169,313 American Depositary Shares.

What is the aggregate market value of the shares to be sold?

The shares are valued at US$2,610,806.46 based on the figures in the filing.

When is the approximate sale date for the Takeda ADSs?

The filer expects to sell the shares on or about 07/09/2025.

On which exchange will the ADSs be sold?

The planned sale is to occur on the NYSE.

How were the Takeda ADSs acquired by the filer?

They were obtained through restricted stock unit awards that vested on 07/01/2025.

Who is the broker handling the proposed sale?

The broker is Interactive Brokers LLC, One Pickwick Plaza, Greenwich, CT 06830.

How many Takeda ADSs are outstanding according to the filing?

The issuer reports 123,490,548 ADSs outstanding.