Vertex (VRTX) CAO records tax-withholding disposition of 1,393 shares

Rhea-AI Filing Summary

Vertex Pharmaceuticals senior executive reports tax-related share disposition

Vertex Pharmaceuticals' SVP & Chief Accounting Officer Kristen Ambrose reported a Form 4 transaction involving a tax-withholding disposition of 1,393 shares of common stock at $487.76 per share on February 13, 2026. This type of transaction reflects shares withheld to cover tax obligations, rather than an open-market sale. After this transaction, Ambrose directly owns 8,734 shares of Vertex common stock.

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^*

Ambrose Kristen

(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)
	SVP & Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		F		1,393	D	$487.76	8,734	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:

Remarks:

	/s/ Christiana Stevenson, Attorney-in-Fact	02/18/2026
	** 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 transaction did VERTEX PHARMACEUTICALS (VRTX) report for Kristen Ambrose?

Vertex reported that SVP & Chief Accounting Officer Kristen Ambrose had 1,393 common shares disposed in a tax-withholding transaction. The shares were valued at $487.76 each, reflecting stock withheld to satisfy tax obligations rather than an open-market sale.

Was the VRTX insider transaction by Kristen Ambrose a sale on the open market?

No, the Kristen Ambrose transaction was reported as a tax-withholding disposition, coded "F" on Form 4. This indicates shares were withheld to cover tax liabilities tied to equity compensation, instead of being voluntarily sold in the open market.

How many VERTEX (VRTX) shares does Kristen Ambrose hold after the reported transaction?

After the tax-withholding disposition, Kristen Ambrose directly holds 8,734 shares of Vertex Pharmaceuticals common stock. This figure is disclosed as the total shares beneficially owned following the February 13, 2026 Form 4 transaction event.

What was the price per share used in Kristen Ambrose’s VRTX tax-withholding transaction?

The Form 4 lists a transaction price of $487.76 per share for the 1,393 shares disposed. This price is typically used for calculating the value of shares withheld to satisfy tax liabilities associated with stock-based compensation.

What does transaction code "F" mean in the VERTEX (VRTX) Form 4 for Kristen Ambrose?

Transaction code "F" on the Form 4 indicates payment of an exercise price or tax liability by delivering securities. For Kristen Ambrose, it reflects a tax-withholding disposition of shares rather than an ordinary purchase or sale in the market.

What role does Kristen Ambrose hold at VERTEX PHARMACEUTICALS (VRTX)?

Kristen Ambrose is identified as an officer of Vertex Pharmaceuticals, serving as SVP & Chief Accounting Officer. This position is disclosed in the Form 4 reporting the tax-withholding disposition of 1,393 shares of company common stock.