Bartie Wendy Short - 01 Jun 2025 Form 3 Insider Report for BRISTOL MYERS SQUIBB CO (BMY)

Signature
/s/ Sophie M. Bail, attorney-in-fact for Wendy Short Bartie
Issuer symbol
BMY
Transactions as of
01 Jun 2025
Net transactions value
$0
Form type
3
Filing time
04 Jun 2025, 17:33:23 UTC
Next filing
04 Jun 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Short Bartie Wendy EVP, Corporate Affairs BRISTOL-MYERS SQUIBB COMPANY, ROUTE 206 & PROVINCE LINE ROAD, PRINCETON /s/ Sophie M. Bail, attorney-in-fact for Wendy Short Bartie 04 Jun 2025 0002070839

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding BMY Restricted Stock Units 01 Jun 2025 Common Stock, $0.10 par value 738 Direct F1, F2
holding BMY Restricted Stock Units 01 Jun 2025 Common Stock, $0.10 par value 2,471 Direct F2, F3
holding BMY Restricted Stock Units 01 Jun 2025 Common Stock, $0.10 par value 24,120 Direct F2, F4
holding BMY Restricted Stock Units 01 Jun 2025 Common Stock, $0.10 par value 8,612 Direct F2, F5
holding BMY Market Share Units 01 Jun 2025 Common Stock, $0.10 par value 639 Direct F6, F7
holding BMY Market Share Units 01 Jun 2025 Common Stock, $0.10 par value 1,499 Direct F7, F8
holding BMY Market Share Units 01 Jun 2025 Common Stock, $0.10 par value 6,197 Direct F9, F10
holding BMY Market Share Units 01 Jun 2025 Common Stock, $0.10 par value 5,741 Direct F9, F10
holding BMY Performance Shares 01 Jun 2025 Common Stock, $0.10 par value 4,495 Direct F11
holding BMY Performance Shares 01 Jun 2025 Common Stock, $0.10 par value 9,295 Direct F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These restricted stock units will vest on August 2, 2025.
F2 Each restricted stock unit converts into one share of common stock upon vesting.
F3 One-half of these restricted stock units will vest on each of September 1, 2025 and September 1, 2026.
F4 One-third of these restricted stock units will vest on each of June 3, 2025, June 3, 2026, and June 3, 2027.
F5 These restricted stock units will cliff vest on the third anniversary of the grant date on March 10, 2028.
F6 These market share units will vest on March 10, 2026.
F7 Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is a ratio of the average of the closing price on the measurement date plus the nine prior trading days divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor that must be achieved to earn a payout is 80% and the maximum payout factor is 225%.
F8 One-half of these market share units will vest on each of March 10, 2026 and March 10, 2027.
F9 These market share units cliff vest on the third anniversary of the grant date, subject to certification of performance results by the Board.
F10 Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is the greater of Total Return and relative total shareholder return (rTSR) Floor. Total Return is a ratio of the 10-day average closing stock price on the measurement date, plus the value of accumulated dividends, divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor for Total Return performance that must be achieved to earn a payout is 80% and the maximum is 225%. The rTSR Floor feature provides a minimum level of payout if BMS stock price declines from the grant date but outperforms our peers based on their TSR percentile rank. A TSR percentile rank (i) below the 50th percentile yields a 0% payout, (ii) between the 50th and 74.99th percentiles yields a 50% payout, and (iii) at or above the 75th percentile yields a 100% payout.
F11 Each performance share converted into one share of common stock upon distribution in the first quarter of 2026 in accordance with the terms of the award and certification of performance results by the Board.
F12 Each performance share converted into one share of common stock upon distribution in the first quarter of 2027 in accordance with the terms of the award and certification of performance results by the Board.

Remarks:

EXHIBIT LIST: EX-24 Exhibit 24 - Wendy Short Bartie, GRAPHIC Exhibit 24 - Wendy Short Bartie