STOCK TITAN

Takeda (NYSE: TAK) director logs RSU awards and tax-related share disposition

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Takeda Pharmaceutical director Steven Gillis reported compensation-related equity awards and a tax settlement. On July 1, 2026, he received 3,800 Ordinary Shares as a grant and 1,319 "Tax Obligation Awards," each economically equivalent to one Ordinary Share and intended to be cash-settled at vesting mainly to cover tax obligations.

The filing notes an earlier RSU vesting where 3,100 Ordinary Shares were converted into 6,200 American Depositary Shares. On July 10, 2026, 1,152 Tax Obligation Awards were disposed of to the issuer, with the associated Ordinary Shares sold at a weighted average of JPY 4,931.2 per share; remaining proceeds from those sales are to be delivered to Gillis. Following these events, he holds 22,057 American Depositary Shares directly, and the RSU and Tax Obligation Awards are scheduled to vest on June 1, 2029.

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Insider GILLIS STEVEN
Role null
Type Security Shares Price Value
Disposition Tax Obligation Award 1,152 $4,931.20 $5.68M
Grant/Award Tax Obligation Award 1,319 $0.00 --
Grant/Award Ordinary Shares 3,800 $0.00 --
holding American Depositary Shares -- -- --
Holdings After Transaction: Tax Obligation Award — 0 shares (Direct, null); Ordinary Shares — 10,400 shares (Direct, null); American Depositary Shares — 22,057 shares (Direct, null)
Footnotes (1)
  1. Represents an award of restricted stock units (RSU). Each RSU represents a contingent right to receive one Ordinary Share, which will be converted into an equivalent number of American Depositary Shares following vest. The RSUs vest on June 1, 2029. Reflects the conversion of 3,100 Ordinary Shares into 6,200 American Depositary Shares upon vesting of RSUs. Each Tax Obligation Award was the economic equivalent of one Ordinary Share that, upon vest, was converted into to a cash payment primarily to cover tax obligations. Any remaining proceeds from the disposition of the associated Ordinary Shares will be delivered to the reporting person on July 10. The price reported in Column 8 is a weighted average price denominated in Yen. These shares were sold in transactions at prices ranging from JPY 4,883 to JPY 5,045, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. Each Tax Obligation Award is the economic equivalent of one Ordinary Share that, upon vest, will be converted to a cash payment primarily to cover tax obligations at the then-current market price of the Ordinary Shares.
Ordinary Shares grant 3,800 shares Grant, award, or other acquisition on July 1, 2026
Tax Obligation Awards granted 1,319 awards Derivative grant on July 1, 2026 tied to Ordinary Shares
Tax Obligation Awards disposed 1,152 awards Disposition to issuer on July 10, 2026
Weighted average sale price JPY 4,931.2 per share Price for associated Ordinary Shares sold July 10, 2026
ADS holdings 22,057 ADS American Depositary Shares held directly as of July 1, 2026
Ordinary Shares after grant 10,400 shares Total Ordinary Shares following 3,800-share acquisition
RSU vesting date June 1, 2029 Vesting date for RSUs and related Tax Obligation Awards
RSU conversion on vesting 3,100 to 6,200 ADS 3,100 Ordinary Shares converted to 6,200 ADS on RSU vesting
restricted stock units (RSU) financial
"Represents an award of restricted stock units (RSU). Each RSU represents a contingent right to receive one Ordinary Share"
American Depositary Shares financial
"converted into an equivalent number of American Depositary Shares following vest"
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
Tax Obligation Award financial
"Each Tax Obligation Award was the economic equivalent of one Ordinary Share that, upon vest, was converted into to a cash payment"
weighted average price financial
"The price reported in Column 8 is a weighted average price denominated in Yen"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
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FAQ

What equity awards did Takeda (TAK) director Steven Gillis receive?

Steven Gillis received a grant of 3,800 Ordinary Shares and 1,319 Tax Obligation Awards. Each Tax Obligation Award is economically equivalent to one Ordinary Share and will be cash-settled mainly to cover tax obligations when the awards vest on June 1, 2029.

How do Steven Gillis’s Tax Obligation Awards at Takeda (TAK) work?

Each Tax Obligation Award equals one Ordinary Share and, upon vesting, converts into a cash payment primarily covering tax obligations. The cash amount is based on the then-current market price of Takeda’s Ordinary Shares, with any remaining proceeds delivered to Gillis.

What share disposition did Takeda (TAK) director Steven Gillis report?

On July 10, 2026, Gillis reported the disposition of 1,152 Tax Obligation Awards back to the issuer. The associated Ordinary Shares were sold at a weighted average price of JPY 4,931.2 per share, mainly to satisfy tax obligations, with remaining proceeds payable to him.

What is Steven Gillis’s reported Takeda (TAK) shareholding after these transactions?

The filing shows Gillis directly holding 22,057 American Depositary Shares. A separate line item reports 10,400 Ordinary Shares following the 3,800-share grant, and the RSU and Tax Obligation Award grants are scheduled to vest on June 1, 2029, subject to their terms.

How were Takeda (TAK) RSUs converted into American Depositary Shares for Steven Gillis?

A footnote explains that 3,100 Ordinary Shares from vested RSUs were converted into 6,200 American Depositary Shares. This reflects the ADS ratio applied upon vesting, with each restricted stock unit representing a contingent right to receive one Ordinary Share before conversion into ADS.
SEC Form 4
FORM 4UNITED 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).
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*
GILLIS STEVEN

(Last)(First)(Middle)
8755 W. HIGGINS ROAD
SUITE 1025

(Street)
CHICAGO ILLINOIS 60631

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
TAKEDA PHARMACEUTICAL CO LTD [ TAK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares07/01/2026A(1)3,800A$010,400(2)D
American Depositary Shares22,057(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Tax Obligation Award(3)07/10/2026(3)D1,15206/01/202606/01/2026Ordinary Shares1,152$4,931.2(4)0D
Tax Obligation Award(5)07/01/2026A1,31906/01/202906/01/2029Ordinary Shares1,319$01,319D
Explanation of Responses:
1. Represents an award of restricted stock units (RSU). Each RSU represents a contingent right to receive one Ordinary Share, which will be converted into an equivalent number of American Depositary Shares following vest. The RSUs vest on June 1, 2029.
2. Reflects the conversion of 3,100 Ordinary Shares into 6,200 American Depositary Shares upon vesting of RSUs.
3. Each Tax Obligation Award was the economic equivalent of one Ordinary Share that, upon vest, was converted into to a cash payment primarily to cover tax obligations. Any remaining proceeds from the disposition of the associated Ordinary Shares will be delivered to the reporting person on July 10.
4. The price reported in Column 8 is a weighted average price denominated in Yen. These shares were sold in transactions at prices ranging from JPY 4,883 to JPY 5,045, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
5. Each Tax Obligation Award is the economic equivalent of one Ordinary Share that, upon vest, will be converted to a cash payment primarily to cover tax obligations at the then-current market price of the Ordinary Shares.
Remarks:
/s/ Samuel Ntonme, by power of attorney, for Steven Gillis07/06/2026
** Signature of Reporting PersonDate
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)