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UroGen CMO sells 871 shares after RSU vesting

UroGen Pharma’s Chief Medical Officer settled RSUs into shares and sold a portion mainly to cover withholding taxes.

(Neutral)
(Negative)
Form Type
4

Rhea-AI Filing Summary

UroGen Pharma Ltd. (URGN) reported insider equity transactions by Chief Medical Officer Mark Schoenberg. On September 7, 2026, 1,667 Restricted Stock Units (RSUs), each representing a contingent right to receive one ordinary share, were settled into 1,667 ordinary shares at a price of $0 per share. These RSUs come from a grant made on September 7, 2023 representing 5,000 ordinary shares that vest in three equal annual installments from September 7, 2024.

On September 8, 2026, Schoenberg sold 871 ordinary shares at $42.92 per share in a direct open-market or private transaction. A footnote states that these shares were sold to satisfy withholding tax obligations upon the RSU settlement. No Rule 10b5-1 trading plan is reported for these transactions.

Positive

  • None.

Negative

  • None.
Insider Schoenberg Mark
Role Chief Medical Officer
Sold 871 shs ($37K)
Approx. gross sale proceeds $37K
Type Security Shares Price Value
Sale Ordinary Shares F2 871 $42.92 $37K
Exercise Restricted Stock Units F1, F3 1,667 $0.00 $0.00
Exercise Ordinary Shares F1 1,667 -- --
Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Ordinary Shares — 59,882 shares (Direct)
Footnotes (3)
  1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one ordinary share of the Issuer.
  2. F2. Represents shares sold to satisfy withholding tax obligations upon the settlement of restricted stock units.
  3. F3. The reporting person was granted RSUs on September 7, 2023 representing 5,000 ordinary shares. The RSUs will vest in three equal annual installments from September 7, 2024.
Shares sold 871 shares Ordinary shares sold by the Chief Medical Officer on September 8, 2026
Sale price per share $42.92 per share Price for 871 ordinary shares sold on September 8, 2026
RSUs settled 1,667 RSUs Restricted Stock Units converted into ordinary shares on September 7, 2026
Shares received on RSU settlement 1,667 ordinary shares Ordinary shares issued upon RSU settlement on September 7, 2026
RSU grant size 5,000 shares underlying RSUs RSUs granted on September 7, 2023 representing 5,000 ordinary shares
RSU vesting schedule 3 equal annual installments Vesting begins on September 7, 2024 for the 2023 RSU grant
Restricted Stock Units financial
"The reporting person was granted RSUs on September 7, 2023 representing 5,000 ordinary shares."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
contingent right financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one ordinary share"
withholding tax obligations financial
"Represents shares sold to satisfy withholding tax obligations upon the settlement"

FAQ

What insider transactions did URGN’s Chief Medical Officer report on this Form 4?

The Chief Medical Officer, Mark Schoenberg, reported settlement of 1,667 RSUs into 1,667 ordinary shares on September 7, 2026, and the sale of 871 ordinary shares on September 8, 2026, in a direct transaction.

How many UroGen Pharma (URGN) shares did the insider sell and at what price?

Mark Schoenberg sold 871 ordinary shares of UroGen Pharma at $42.92 per share on September 8, 2026, in a sale described as an open-market or private transaction.

Why were some URGN shares sold by the Chief Medical Officer?

A footnote states the 871 shares sold on September 8, 2026 were sold to satisfy withholding tax obligations arising from the settlement of restricted stock units into ordinary shares.

What are the terms of the RSU grant reported for UroGen Pharma (URGN)?

Mark Schoenberg was granted RSUs on September 7, 2023 representing 5,000 ordinary shares. According to the disclosure, these RSUs vest in three equal annual installments beginning on September 7, 2024.

How many RSUs were converted to UroGen Pharma (URGN) ordinary shares in this filing?

The filing shows that 1,667 Restricted Stock Units were settled or converted into 1,667 ordinary shares of UroGen Pharma on September 7, 2026 at a reported price of $0 per share.

Were the URGN insider transactions made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not marked, and there is no footnote indicating that the September 2026 transactions were made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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*
Schoenberg Mark

(Last)(First)(Middle)
400 ALEXANDER PARK DRIVE

(Street)
PRINCETON NEW JERSEY 08540

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
UroGen Pharma Ltd. [ URGN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Medical Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/07/2026
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 Shares09/07/2026M1,667A(1)60,753D
Ordinary Shares09/08/2026S871(2)D$42.9259,882D
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
Restricted Stock Units(1)09/07/2026M1,667 (3) (3)Ordinary Shares1,667$00D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one ordinary share of the Issuer.
2. Represents shares sold to satisfy withholding tax obligations upon the settlement of restricted stock units.
3. The reporting person was granted RSUs on September 7, 2023 representing 5,000 ordinary shares. The RSUs will vest in three equal annual installments from September 7, 2024.
/s/ Jason D. Smith, Attorney-in-Fact09/09/2026
** 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)

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