Martina M.d. Flammer - 15 May 2025 Form 4 Insider Report for INSMED Inc (INSM)

Role
Chief Medical Officer
Signature
/s/ Martina Flammer, M.D., by Michael A. Smith as Attorney-in-fact
Issuer symbol
INSM
Transactions as of
15 May 2025
Net transactions value
-$771,276
Form type
4
Filing time
19 May 2025, 17:05:45 UTC
Previous filing
15 May 2025
Next filing
04 Jun 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Flammer Martina M.D. Chief Medical Officer 700 US HIGHWAY 202/206, BRIDGEWATER /s/ Martina Flammer, M.D., by Michael A. Smith as Attorney-in-fact 19 May 2025 0001796960

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction INSM Common Stock Award $0 +6,508 +7.2% $0.000000 96,521 15 May 2025 Direct F1, F2
transaction INSM Common Stock Sale $649,790 -9,925 -10% $65.47 86,596 15 May 2025 Direct F3, F4
transaction INSM Common Stock Sale $121,486 -1,799 -2.1% $67.53 84,797 16 May 2025 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 INSM Stock Option (right to buy) Award $0 +31,610 $0.000000 31,610 15 May 2025 Common Stock 31,610 $67.22 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 Represents Restricted Stock Units (RSUs), each representing a contingent right to receive one share of Common Stock, granted pursuant to the Company's Amended and Restated 2019 Incentive Plan, as amended. The RSUs vest as follows: 25% on the first day of the first month following the first anniversary of the date of grant (the Initial Vesting Date) and 25% on each anniversary of the Initial Vesting Date until fully vested.
F2 Each RSU was granted on May 15, 2025 for no consideration.
F3 This transaction was effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
F4 This is the weighted average sales price representing 9,925 shares sold at prices ranging from $65.32 to $65.99 per share. The Reporting Person undertakes to provide to the SEC staff, the issuer, or a security holder of the issuer the number of shares sold at each price within the price range upon request.
F5 These stock options were granted under the Company's Amended and Restated 2019 Incentive Plan, as amended. The options become exercisable based on the following vesting schedule: 25% vest on the Initial Vesting Date and an additional 12.5% vest every six months thereafter until fully vested.