Bristol Myers Squibb CEO Christopher S. Boerner filed a Form 4 on November 3, 2026, disclosing transactions in Bristol Myers Squibb common stock occurring on November 1, 2026, including the vesting of market share units, a performance-related share adjustment, and shares withheld for taxes.

Key Highlights

  • Market share unit vesting: 2,964 shares of common stock were acquired on November 1, 2026 via transaction code M, representing one-quarter of market share units granted on November 1, 2023, at a price of $0.
  • Performance adjustment: An additional 406 shares were acquired (transaction code J) as an upward adjustment due to the performance factor associated with the vesting, also at $0.
  • Tax withholding: 1,724 shares were disposed of (transaction code F) at $62.48 per share to cover taxes upon vesting.
  • Direct beneficial ownership: Following the reported transactions, Boerner directly held 23,097 shares of common stock.
  • Indirect ownership: 125,439 shares are held indirectly through a Spousal Lifetime Access Trust (SLAT).
  • Remaining derivative position: 2,966 market share units remain beneficially owned directly following the reported transaction, with an expiration date of November 1, 2027.

Boerner's November 2026 Market Share Unit Activity at Bristol Myers Squibb

According to the filing, Christopher S. Boerner, who serves as both a Director and Chief Executive Officer of Bristol Myers Squibb Co (NYSE:BMY), reported three transactions in the company's common stock ($0.10 par value) on November 1, 2026. The first was the vesting of 2,964 shares under transaction code M, described in the filing as "one-quarter of market share units granted on November 1, 2023." These shares were acquired at a price of $0.

The filing further discloses a transaction code J entry for 406 additional shares acquired at $0, described as "an upward adjustment to the number of shares acquired upon the vesting of market share units due to the performance factor." Separately, 1,724 shares were disposed of at $62.48 per share, identified as "shares withheld for payment of taxes upon vesting of awards." After these transactions, Boerner's direct holdings stood at 23,097 shares.

The filing explains that each market share unit converts into shares of common stock based on a payout factor, which the filing describes as "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 filing states the minimum payout factor to earn a payout is 80% and the maximum is 225%. The remaining 2,966 market share units vest in four equal annual installments from the grant date, with the next expiration date listed as November 1, 2027. The form was signed by Amy Fallone as attorney-in-fact for Christopher Boerner on November 3, 2026.

What Was Disclosed

The Form 4 filed by Bristol Myers Squibb CEO Christopher S. Boerner on November 3, 2026 reported the vesting of market share units, a performance-based share adjustment, and a tax-related share disposal on November 1, 2026, along with resulting direct and indirect beneficial ownership figures.