Teva Pharmaceutical (TEVA) CEO awarded 1.51M performance-based RSUs

Rhea-AI Filing Summary

Teva Pharmaceutical Industries’ President and CEO Richard D. Francis received new equity-based awards in the form of restricted share units (RSUs). On January 27, 2026, he was granted 620,110 RSUs that were earned after meeting performance criteria and will continue to vest on February 15, 2026. He was also granted an additional 891,315 RSUs that were earned upon satisfaction of separate performance goals and will vest on March 3, 2026.

Each RSU represents a contingent right to receive either one Teva ordinary share or, at the Human Resources and Compensation Committee’s option, the cash value of one ordinary share. These awards are held directly by Francis and compensate performance while tying a significant portion of his compensation to Teva’s equity.

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

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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^*

Francis Richard D

(Last) (First) (Middle)

C/O TEVA PHARMACEUTICAL INDUSTRIES LTD.

124 DVORA HANEVI'A ST.,

(Street)

TEL AVIV L3 6944020

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TEVA PHARMACEUTICAL INDUSTRIES LTD [ TEVA ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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

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
Restricted Share Units	(1)	01/27/2026		A		620,110		(2)	(2)	Ordinary Shares(3)	620,110	$0	620,110	D
Restricted Share Units	(1)	01/27/2026		A		891,315		(4)	(4)	Ordinary Shares(3)	891,315	$0	891,315	D

Explanation of Responses:

1. Each restricted share unit represents a contingent right to receive, at settlement, one ordinary share or, at the option of the Human Resources and Compensation Committee, the cash value of one ordinary share.

2. Represents restricted shares units received upon satisfaction of performance criteria of performance share units. These units remain subject to time-based vesting and will vest on February 15, 2026.

3. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.

4. Represents restricted share units received upon satisfaction of performance criteria of performance share units. These units remain subject to time-based vesting and will vest on March 3, 2026.

	/s/ Dov Bergwerk as attorney-in-fact for Richard D. Francis	01/29/2026
	** 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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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did TEVA’s CEO report on this Form 4?

Teva’s CEO Richard D. Francis reported grants of restricted share units. He received 620,110 RSUs and 891,315 RSUs on January 27, 2026, reflecting equity compensation earned after meeting performance conditions and subject to continued time-based vesting on specific future dates.

How many restricted share units did TEVA’s CEO receive in total?

Richard D. Francis received two RSU awards totaling 1,511,425 units. One grant covers 620,110 RSUs and the other 891,315 RSUs, both awarded on January 27, 2026, upon satisfaction of performance criteria tied to prior performance share units.

When do the new TEVA restricted share units for the CEO vest?

The RSUs vest on two future dates. The 620,110 RSUs will vest on February 15, 2026, while the 891,315 RSUs will vest on March 3, 2026. Both grants remain subject to ongoing time-based vesting conditions.

What does each TEVA restricted share unit granted to the CEO represent?

Each restricted share unit gives a contingent right to receive one ordinary share or its cash value. At settlement, the Human Resources and Compensation Committee can choose to deliver either one Teva ordinary share or the equivalent cash amount per unit.

Are TEVA’s CEO restricted share units linked to performance conditions?

Yes. Both RSU grants represent units earned after satisfying performance criteria of prior performance share units. Although performance goals were met, the resulting RSUs remain subject to time-based vesting until February 15, 2026, and March 3, 2026, respectively.

How are TEVA ordinary shares related to American Depositary Shares (ADS)?

The filing notes that Teva’s ordinary shares may be represented by American Depositary Shares. Each ADS currently represents one ordinary share, providing an equivalent exposure to Teva equity through the depositary share structure.