Vertex (VRTX) EVP sells shares, gets 4,962-stock award under plan

Rhea-AI Filing Summary

Vertex Pharmaceuticals executive Edward Morrow Atkinson III reported a mix of stock sales, awards, and tax-related share disposals. On February 18, he completed an open‑market sale of 817 shares of common stock at an average price of $473.68 per share, leaving him with 20,727 directly owned shares after that sale.

On February 17, he received a grant of 4,962 shares of common stock at no cost, described as a restricted stock unit award that will vest in installments beginning on February 20, 2027. That same day, 2,031 shares were sold in open‑market transactions at an average price of $489.46 per share, and 1,530 shares were disposed of to cover tax obligations at a price of $483.75 per share. The open‑market sales were executed under a company‑approved Rule 10b5‑1 trading plan entered into on August 11, 2025.

Insider Trade Summary

Net Seller: 2,848 shares ($1,381,090)

Net Sell 4 txns

Insider Atkinson Edward Morrow III

Role EVP, Chief Technical Ops. Off.

Sold 2,848 shs ($1.38M)

Type	Security	Shares	Price	Value
Sale	Common Stock	817	$473.68	$387K
Grant/Award	Common Stock	4,962	$0.00	--
Tax Withholding	Common Stock	1,530	$483.75	$740K
Sale	Common Stock	2,031	$489.46	$994K

Holdings After Transaction: Common Stock — 20,727 shares (Direct)

Footnotes (1)

1. Restricted stock unit award that vests in installments beginning on February 20, 2027. Transaction made pursuant to Mr. Atkinson's company approved trading plan under Rule 10b5-1, which was entered into on 08/11/2025.

Form 4 Insider Transactions: What Each Field Means →

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^*

Atkinson Edward Morrow III

(Last) (First) (Middle)

C/O VERTEX PHARMACEUTICALS INCORPORATED

50 NORTHERN AVENUE

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VERTEX PHARMACEUTICALS INC / MA [ VRTX ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Technical Ops. Off.

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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
Common Stock	02/17/2026		A		4,962(1)	A	$0	25,105	D
Common Stock	02/17/2026		F		1,530	D	$483.75	23,575	D
Common Stock	02/17/2026		S(2)		2,031	D	$489.46	21,544	D
Common Stock	02/18/2026		S(2)		817	D	$473.68	20,727	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

Explanation of Responses:

1. Restricted stock unit award that vests in installments beginning on February 20, 2027.

2. Transaction made pursuant to Mr. Atkinson's company approved trading plan under Rule 10b5-1, which was entered into on 08/11/2025.

Remarks:

	/s/ Christiana Stevenson, Attorney-in-Fact	02/19/2026
	** 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 VRTX executive Edward Atkinson report?

Edward Morrow Atkinson III reported open-market sales, a stock award, and a tax-related share disposal. He sold 2,848 common shares, received a 4,962-share award, and used 1,530 shares to satisfy tax obligations, while continuing to hold a significant direct stake.

How many VRTX shares did the executive sell in the latest Form 4 filing?

The filing shows open-market sales totaling 2,848 Vertex Pharmaceuticals common shares. These include 2,031 shares sold on February 17 at $489.46 per share and 817 shares sold on February 18 at $473.68 per share under a company‑approved Rule 10b5‑1 trading plan.

What stock award did Edward Atkinson receive from Vertex Pharmaceuticals (VRTX)?

He received a grant of 4,962 shares of common stock at no cost, described as a restricted stock unit award. This award is scheduled to vest in installments beginning on February 20, 2027, aligning his compensation with longer-term company performance and retention goals.

How many VRTX shares does the executive hold after the reported transactions?

After the most recent reported sale on February 18, Edward Morrow Atkinson III directly owns 20,727 Vertex Pharmaceuticals common shares. This post‑transaction balance reflects his holdings following the combination of stock grant, tax-related share disposition, and open‑market sales.

Were the VRTX insider stock sales made under a Rule 10b5-1 trading plan?

Yes. The filing states the open-market sales were made under Edward Atkinson’s company-approved Rule 10b5-1 trading plan. That plan was entered into on August 11, 2025, allowing pre-scheduled trades that proceed independently of later, potentially material, nonpublic information.

What does the tax-withholding transaction in the VRTX Form 4 represent?

The transaction coded “F” represents shares delivered to cover tax obligations. On February 17, 1,530 Vertex Pharmaceuticals shares were disposed of at $483.75 per share to satisfy tax liabilities, rather than being sold as a typical open‑market transaction for discretionary portfolio reasons.