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Takeda (NYSE: TAK) CEO receives new RSU and tax obligation awards

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

Rhea-AI Filing Summary

Kim Julie So-Young reported acquisition or exercise transactions in this Form 4 filing.

Takeda Pharmaceutical President and CEO Julie Kim reported equity compensation awards rather than market purchases or sales. On July 1, 2026, she received 22,800 Ordinary Shares and an award of 50,434 restricted stock units (RSUs), each RSU representing one American Depositary Share.

The RSUs tied to American Depositary Shares vest in three equal annual installments beginning on July 1, 2027. Following this grant, her directly held American Depositary Shares increased to 480,579.

She also received three Tax Obligation Awards covering 7,743, 7,741, and 7,741 Ordinary Shares, each economically equivalent to one Ordinary Share. These awards vest and are payable in cash primarily to cover tax obligations, with vesting dates in 2027, 2028, and 2029.

Positive

  • None.

Negative

  • None.
Insider Kim Julie So-Young
Role President and CEO
Type Security Shares Price Value
Grant/Award Tax Obligation Award 7,741 $0.00 --
Grant/Award Tax Obligation Award 7,741 $0.00 --
Grant/Award Tax Obligation Award 7,743 $0.00 --
Grant/Award American Depositary Shares 50,434 $0.00 --
Grant/Award Ordinary Shares 22,800 $0.00 --
Holdings After Transaction: Tax Obligation Award — 7,741 shares (Direct, null); American Depositary Shares — 480,579 shares (Direct, null); Ordinary Shares — 22,800 shares (Direct, null)
Footnotes (1)
  1. Represents an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one American Depositary Share. The RSUs vest in three equal annual installments beginning on July 1, 2027. 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 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 Share grant 22,800 shares Non-derivative award on July 1, 2026
ADS-linked RSU grant 50,434 RSUs Each RSU equals one American Depositary Share
ADS holdings after grant 480,579 ADS Directly held after July 1, 2026 award
Tax Obligation Award 2029 7,743 units Economic equivalent of Ordinary Shares; vests June 1, 2029
Tax Obligation Award 2028 7,741 units Economic equivalent of Ordinary Shares; vests June 1, 2028
Tax Obligation Award 2027 7,741 units Economic equivalent of Ordinary Shares; vests June 1, 2027
RSU vesting start July 1, 2027 ADS RSUs vest in three equal annual installments from this date
restricted stock units (RSUs) financial
"Represents an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one American Depositary Share."
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.
American Depositary Share financial
"Each RSU represents a contingent right to receive one American Depositary Share."
An American Depositary Share (ADS) is a U.S.-listed certificate that represents a specified number of shares in a foreign company, held by a custodian bank; it works like a receipt that allows U.S. investors to buy and trade foreign equity on American exchanges without dealing with another country’s markets. Investors care because ADSs make foreign stocks easier to access, improve liquidity and settlement in dollars, and can affect dividend payments, voting rights and regulatory oversight compared with buying the underlying foreign shares directly.
Tax Obligation Award financial
"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."
economic equivalent financial
"Each Tax Obligation Award is the economic equivalent of one Ordinary Share that, upon vest, will be converted to a cash payment."
contingent right financial
"Each RSU represents a contingent right to receive one American Depositary Share."
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did Takeda (TAK) CEO Julie Kim report in this Form 4?
She reported grants of equity-based compensation, not market trades. Awards include Ordinary Shares, RSUs linked to American Depositary Shares, and Tax Obligation Awards designed to cover future tax liabilities in cash upon vesting.

How many Takeda Ordinary Shares were granted to the CEO?
She received a grant of 22,800 Ordinary Shares. These are reported as a non-derivative acquisition at zero cost per share and represent part of her overall direct equity-based compensation from Takeda Pharmaceutical.

How many RSUs linked to American Depositary Shares did Takeda grant?
Takeda granted 50,434 restricted stock units (RSUs), each representing one American Depositary Share. These RSUs vest in three equal annual installments starting July 1, 2027, adding to the CEO’s long-term, performance-aligned compensation structure.

What are the Tax Obligation Awards disclosed for Takeda (TAK)?
The filing shows three Tax Obligation Awards for 7,743, 7,741, and 7,741 Ordinary Shares. Each is economically equivalent to one Ordinary Share and will convert into cash payments primarily to cover tax obligations when they vest in 2027, 2028, and 2029.

How many American Depositary Shares does the CEO hold after these grants?
After the reported grants, the CEO directly holds 480,579 American Depositary Shares. This figure reflects her post-transaction position and highlights that the Form 4 records compensation awards rather than any sale or purchase in the open market.

Do the Takeda CEO’s new RSUs and awards vest immediately?
No, the RSUs vest over time in three equal annual installments starting July 1, 2027. The Tax Obligation Awards similarly vest on specified future dates in 2027, 2028, and 2029, reinforcing their role as long-term, deferred compensation elements.
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*
Kim Julie So-Young
(Last)(First)(Middle)
500 KENDALL STREET
(Street)
CAMBRIDGE MASSACHUSETTS 02142
(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
XOfficer (give title below)Other (specify below)
President and CEO
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
American Depositary Shares07/01/2026A(1)50,434A$0480,579D
Ordinary Shares07/01/2026A(2)22,800A$022,800D
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)07/01/2026A7,74106/01/202706/01/2027Ordinary Shares7,741$07,741D
Tax Obligation Award(3)07/01/2026A7,74106/01/202806/01/2028Ordinary Shares7,741$07,741D
Tax Obligation Award(3)07/01/2026A7,74306/01/202906/01/2029Ordinary Shares7,743$07,743D
Explanation of Responses:
1. Represents an award of restricted stock units (RSUs). Each RSU represents a contingent right to receive one American Depositary Share. The RSUs vest in three equal annual installments beginning on July 1, 2027.
2. 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.
3. 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 Julie S Kim07/06/2026
** 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)

Source: View Original Filing on SEC EDGAR