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Teva (NYSE: TEVA) CEO exercises RSUs and sells 442,935 shares

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

Rhea-AI Filing Summary

Teva Pharmaceutical Industries Ltd reported insider transactions by President and CEO Francis Richard on March 3, 2026. He exercised restricted share units into ordinary shares and then sold a portion of the resulting holdings.

The filing shows exercises or conversions of restricted share units into 67,231 and 891,315 ordinary shares at a stated price of $0.0000 per share, and open-market sales totaling 442,935 ordinary shares at a weighted average price of $32.3599 per share, with individual sale prices ranging from $31.72 to $32.865. The transactions were effected under a Rule 10b5-1 trading plan, and some shares were sold to cover tax withholding obligations related to vesting restricted share units.

After these transactions, Richard directly held 1,121,382 ordinary shares. Footnotes explain that restricted share units were originally granted or earned based on performance and time-based vesting criteria and that each unit represents a right to receive one ordinary share or its cash value.

Positive

  • None.

Negative

  • None.
Insider Francis Richard D
Role President and CEO
Sold 442,935 shs ($14.33M)
Type Security Shares Price Value
Exercise Restricted Share Units 67,231 $0.00 --
Exercise Restricted Share Units 891,315 $0.00 --
Exercise Ordinary Shares 67,231 $0.00 --
Sale Ordinary Shares 30,903 $32.3599 $1.00M
Exercise Ordinary Shares 891,315 $0.00 --
Sale Ordinary Shares 412,032 $32.3599 $13.33M
Holdings After Transaction: Restricted Share Units — 67,231 shares (Direct); Ordinary Shares — 673,002 shares (Direct)
Footnotes (1)
  1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share. 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. The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025. Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the restricted share units listed in Table II. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.72 to $32.865, inclusive. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price. Restricted share units were granted on March 3, 2023, with 67,231 vested on each of March 3, 2024, March 3, 2025 and March 3, 2026, and 67,231 vesting on March 3, 2027. Restricted share units were earned on January 27, 2026, as a result of the satisfaction of certain performance criteria certified by the Human Resources and Compensation Committee and subsequently vested on March 3, 2026, following satisfaction of the time-based vesting criteria.
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
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).
X
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)
03/03/2026
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
Ordinary Shares(1) 03/03/2026 M 67,231 A (2) 673,002 D
Ordinary Shares(1) 03/03/2026 S(3) 30,903(4) D $32.3599(5) 642,099 D
Ordinary Shares(1) 03/03/2026 M 891,315 A (2) 1,533,414 D
Ordinary Shares(1) 03/03/2026 S(3) 412,032(4) D $32.3599(5) 1,121,382 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Share Units (2) 03/03/2026 M 67,231 (6) (6) Ordinary Shares(1) 67,231 $0 67,231 D
Restricted Share Units (2) 03/03/2026 M 891,315 (7) (7) Ordinary Shares(1) 891,315 $0 0 D
Explanation of Responses:
1. The Ordinary Shares may be represented by American Depositary Shares, each of which currently represents one Ordinary Share.
2. 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.
3. The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 14, 2025.
4. Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the restricted share units listed in Table II.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.72 to $32.865, inclusive. The reporting person undertakes to provide, upon request by the SEC staff, the issuer, or any security holder of the issuer, full information regarding the number of shares sold at each separate price.
6. Restricted share units were granted on March 3, 2023, with 67,231 vested on each of March 3, 2024, March 3, 2025 and March 3, 2026, and 67,231 vesting on March 3, 2027.
7. Restricted share units were earned on January 27, 2026, as a result of the satisfaction of certain performance criteria certified by the Human Resources and Compensation Committee and subsequently vested on March 3, 2026, following satisfaction of the time-based vesting criteria.
/s/ Dov Bergwerk as attorney-in-fact for Richard D. Francis 03/05/2026
** Signature of Reporting Person Date
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.

FAQ

What insider transactions did Teva (TEVA) CEO Francis Richard report?

Teva CEO Francis Richard reported exercising restricted share units into ordinary shares and selling some of the resulting shares. The Form 4 details derivative exercises and open-market sales conducted on March 3, 2026, under a pre-established Rule 10b5-1 trading plan.

How many Teva (TEVA) shares did the CEO sell and at what price?

Francis Richard sold 442,935 Teva ordinary shares in open-market transactions. The weighted average sale price was $32.3599 per share, with individual trades executed between $31.72 and $32.865, as disclosed in the Form 4 footnotes.

Were Teva (TEVA) CEO share sales part of a Rule 10b5-1 plan?

Yes. The Form 4 states the transactions were effected under a Rule 10b5-1 trading plan adopted by Francis Richard on November 14, 2025. Such plans allow pre-arranged trading according to preset instructions, providing structure and transparency for insider transactions.

How many Teva (TEVA) shares does the CEO hold after these transactions?

Following the reported exercises and sales, Francis Richard directly held 1,121,382 Teva ordinary shares. This figure reflects his direct ownership position after converting restricted share units and completing the open-market sales on March 3, 2026, as shown in the non-derivative holdings table.

What are the key terms of Teva (TEVA) restricted share units in this filing?

Each restricted share unit represents a contingent right to receive one ordinary share or its cash value at settlement. Footnotes explain that units were granted or earned based on performance criteria and vested over time, including tranches vesting on March 3, 2024–2027 and March 3, 2026.

Why were some Teva (TEVA) shares sold to cover tax obligations?

The filing notes that a portion of the shares sold represents the number required to cover tax withholding obligations from vesting restricted share units. When equity awards vest, taxes can be due, and selling shares is one method used to satisfy those withholding requirements.