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Takeda (NYSE: TAK) CFO reports RSU grant and tax-related share sales

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

Rhea-AI Filing Summary

Takeda Pharmaceutical director and Chief Financial Officer Furuta Milano reported a mix of equity compensation awards and tax-related dispositions. On July 1, 2026, Milano received 12,300 Ordinary Shares as a grant, bringing direct holdings to 70,200 shares. The filing notes these restricted stock units vest in three equal annual installments beginning on June 1, 2027. Milano also received several Tax Obligation Awards, each economically equivalent to one Ordinary Share and scheduled to convert into cash at future vesting dates primarily to cover tax obligations. On July 10, 2026, 16,619 Tax Obligation Awards tied to the same number of underlying Ordinary Shares were disposed of to the issuer, with the Ordinary Shares sold at a weighted average price of JPY 4,931.5 per share to satisfy tax obligations, and any remaining proceeds to be delivered to Milano.

Positive

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Negative

  • None.
Insider Furuta Milano
Role Chief Financial Officer
Type Security Shares Price Value
Disposition Tax Obligation Award 16,619 $4,931.50 $81.96M
Grant/Award Tax Obligation Award 4,288 $0.00 --
Grant/Award Tax Obligation Award 4,288 $0.00 --
Grant/Award Tax Obligation Award 4,288 $0.00 --
Grant/Award Ordinary Shares 12,300 $0.00 --
Holdings After Transaction: Tax Obligation Award — 0 shares (Direct, null); Ordinary Shares — 70,200 shares (Direct, null)
Footnotes (1)
  1. Represents an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock. The RSUs vest in three equal annual installments beginning on June 1, 2027. 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 4,882 to JPY 5,050, 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.
RSU grant 12,300 Ordinary Shares Equity grant on July 1, 2026
Shares held after grant 70,200 Ordinary Shares Direct holdings after July 1, 2026 transaction
Tax-related disposition 16,619 Tax Obligation Awards Disposed to issuer on July 10, 2026
Weighted average sale price JPY 4,931.5 per share Ordinary Shares sold within JPY 4,882–5,050 range
Future tax award tranche 4,288 Tax Obligation Awards Exercisable on June 1, 2027
Future tax award tranche 4,288 Tax Obligation Awards Exercisable on June 1, 2028
Future tax award tranche 4,288 Tax Obligation Awards Exercisable on June 1, 2029
restricted stock units (RSUs) financial
"Represents an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
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 primarily to cover tax obligations."
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""
grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did Takeda (TAK) CFO Furuta Milano report in this Form 4?
Furuta Milano reported new equity compensation and a tax-related disposition. The filing shows grants of Ordinary Shares and Tax Obligation Awards, plus a sale of shares mainly to cover tax obligations, with remaining proceeds payable in cash.

How many Takeda (TAK) shares does the CFO hold after these transactions?
After the reported transactions, Furuta Milano directly holds 70,200 Ordinary Shares. This figure reflects the updated position following the July 1, 2026 equity grant of 12,300 shares disclosed in the Form 4 filing.

What equity grant did Takeda (TAK) make to its CFO on July 1, 2026?
On July 1, 2026, Takeda granted Furuta Milano 12,300 Ordinary Shares as equity compensation. The filing explains these are restricted stock units vesting in three equal annual installments starting June 1, 2027, aligning compensation with multi-year company performance.

What are the Tax Obligation Awards mentioned for Takeda (TAK) CFO?
Each Tax Obligation Award is the economic equivalent of one Ordinary Share. Upon vesting, it converts into a cash payment primarily to cover tax obligations at the then-current market price, with any remaining proceeds paid to the reporting person.

Why were 16,619 Takeda (TAK) shares sold in this Form 4 filing?
The 16,619 underlying Ordinary Shares were sold mainly to satisfy tax obligations. They were tied to Tax Obligation Awards and sold at a weighted average of JPY 4,931.5 per share, with any remaining proceeds payable in cash to Furuta Milano.
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*
Furuta Milano
(Last)(First)(Middle)
1-1, NIHONBASHI-HONCHO 2-CHOME
CHUO-KU
(Street)
TOKYO103-8668
(City)(State)(Zip)
JAPAN
(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
XOfficer (give title below)Other (specify below)
Chief Financial Officer
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)12,300A$070,200D
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(2)07/10/2026(2)D16,61906/01/202606/01/2026Ordinary Shares16,619$4,931.5(3)0D
Tax Obligation Award(4)07/01/2026A4,28806/01/202706/01/2027Ordinary Shares4,288$011,741D
Tax Obligation Award(4)07/01/2026A4,28806/01/202806/01/2028Ordinary Shares4,288$08,482D
Tax Obligation Award(4)07/01/2026A4,28806/01/202906/01/2029Ordinary Shares4,288$04,288D
Explanation of Responses:
1. Represents an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Common Stock. The RSUs vest in three equal annual installments beginning on June 1, 2027.
2. 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.
3. 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 4,882 to JPY 5,050, 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.
4. 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 Milano Furuta07/06/2026
** 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.
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* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR