Michael Shetzline - 12 Feb 2024 Form 4 Insider Report for IRONWOOD PHARMACEUTICALS INC (IRWD)

Role
CMO,SVP,Head-Res&Drug
Signature
/s/ Brian Tessler, Attorney-in-Fact
Issuer symbol
IRWD
Transactions as of
12 Feb 2024
Net transactions value
-$588,538
Form type
4
Filing time
14 Feb 2024, 20:53:45 UTC
Previous filing
19 Jan 2024
Next filing
12 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction IRWD Class A Common Stock Sale $588,538 -38,618 -10% $15.24 340,484 12 Feb 2024 Direct F1, F2
transaction IRWD Class A Common Stock Award $0 +54,427 +16% $0.000000 394,911 12 Feb 2024 Direct F3

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
transaction IRWD Performance-based Restricted Stock Unit Award $0 +27,214 $0.000000 27,214 12 Feb 2024 Class A Common Stock 27,214 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sale reported on this Form 4 represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units and performance-based restricted stock units. The sale occurred automatically to satisfy the tax withholding obligations to be funded by a sell to cover transaction and does not represent a discretionary trade by the Reporting Person.
F2 The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.85 to $15.53, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
F3 The restricted stock unit award, granted as an annual performance award, vests as to 25% of the shares of Class A Common Stock on each approximate anniversary of the grant thereof.
F4 Each performance-based restricted stock unit (PSU) represents a contingent right to receive shares of the Issuer's Class A Common Stock upon vesting such award. The PSUs vest upon the Issuer's Class A Common Stock achieving a specified price per share.