William John Sibold - 27 Feb 2025 Form 4 Insider Report for MADRIGAL PHARMACEUTICALS, INC. (MDGL)

Role: President and CEO, Director
Signature: /s/ Mardi Dier, as Attorney-in-Fact
Issuer symbol: MDGL
Transactions as of: 27 Feb 2025
Net transactions value: $0
Form type: 4
Filing time: 28 Feb 2025, 16:36:27 UTC
Previous filing: 27 Jan 2025
Next filing: 07 Mar 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MDGL	Common Stock	Options Exercise		+50,000	+92%		104,303	27 Feb 2025	Direct	F1

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	MDGL	Performance Restricted Stock Units	Options Exercise		-50,000	-100%		0	27 Feb 2025	Common Stock	50,000		Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On February 27, 2025, the Reporting Person earned 50,000 shares of common stock following the achievement of the performance and service conditions of the Performance Restricted Stock Units described in Footnote 2. Although the Issuer is irrevocably obligated to issue these shares to the Reporting Person, these shares will settle and be delivered to the Reporting Person on September 8, 2027, the fourth anniversary of the commencement of his employment with the Issuer.
F2	On September 11, 2023, the Reporting Person was granted a one-time sign-on award of performance-based restricted stock units (PSUs) with a target award of 50,000 shares of common stock that can be earned upon the achievement of significant sustained stock price appreciation hurdles over a five-year period. The Reporting Person can earn up to 300% of the target award and is eligible to earn up to an additional 100,000 shares upon the achievement of sustained stock price appreciation hurdles. See the Issuer's Schedule 14A filed with the Securities and Exchange Commission on April 29, 2024 for additional information about the PSUs.

Content

On February 27, 2025, the Reporting Person earned 50,000 shares of common stock following the achievement of the performance and service conditions of the Performance Restricted Stock Units described in Footnote 2. Although the Issuer is irrevocably obligated to issue these shares to the Reporting Person, these shares will settle and be delivered to the Reporting Person on September 8, 2027, the fourth anniversary of the commencement of his employment with the Issuer.

On September 11, 2023, the Reporting Person was granted a one-time sign-on award of performance-based restricted stock units (PSUs) with a target award of 50,000 shares of common stock that can be earned upon the achievement of significant sustained stock price appreciation hurdles over a five-year period. The Reporting Person can earn up to 300% of the target award and is eligible to earn up to an additional 100,000 shares upon the achievement of sustained stock price appreciation hurdles. See the Issuer's Schedule 14A filed with the Securities and Exchange Commission on April 29, 2024 for additional information about the PSUs.