Baker Bros. Advisors Lp - Aug 18, 2025 Form 4 Insider Report for MADRIGAL PHARMACEUTICALS, INC. (MDGL)

Role
Director
Signature
By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing
Stock symbol
MDGL
Transactions as of
Aug 18, 2025
Transactions value $
$24,979,827
Form type
4
Date filed
8/20/2025, 06:09 PM
Previous filing
Aug 18, 2025
Next filing
Sep 5, 2025

Reporting Owners (6)

Name Relationship Address Signature Signature date CIK
BAKER BROS. ADVISORS LP Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK By: Baker Bros. Advisors LP, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 2025-08-20 0001263508
Baker Bros. Advisors (GP) LLC Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK By: Baker Bros. Advisors (GP) LLC, Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 2025-08-20 0001580575
BAKER FELIX Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK /s/ Felix J. Baker 2025-08-20 0001087940
BAKER JULIAN Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK /s/ Julian C. Baker 2025-08-20 0001087939
667, L.P. Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to 667, L.P., pursuant to authority granted by Baker Biotech Capital, L.P., GP to 667, L.P. Name: Scott L. Lessing, Title: President /s/ Scott L. Lessing 2025-08-20 0001551139
Baker Brothers Life Sciences LP Director 860 WASHINGTON STREET, 3RD FLOOR, NEW YORK Baker Bros. Advisors LP, Mgmt. Co. and Inv. Adviser to BAKER BROTHERS LIFE SCIENCES, L.P., pursuant to authority granted by Baker Brothers Life Sciences Capital, L.P., GP to Baker Brothers Life Sciences, L.P., /s/ Name: Scott L. Lessing, Title: President 2025-08-20 0001363364

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MDGL Common Stock Purchase $62.6K +177 +0.09% $353.88 189K Aug 18, 2025 See Footnotes F1, F2, F3, F4, F5, F6, F7
transaction MDGL Common Stock Purchase $681K +1.92K +0.11% $353.88 1.8M Aug 18, 2025 See Footnotes F1, F3, F4, F5, F6, F7, F8
transaction MDGL Common Stock Purchase $29.8K +84 +0.04% $355.00 189K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7
transaction MDGL Common Stock Purchase $325K +916 +0.05% $355.00 1.8M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8
transaction MDGL Common Stock Purchase $274K +767 +0.41% $357.02 190K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F9
transaction MDGL Common Stock Purchase $2.97M +8.33K +0.46% $357.02 1.81M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F9
transaction MDGL Common Stock Purchase $81.7K +228 +0.12% $358.21 190K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7
transaction MDGL Common Stock Purchase $885K +2.47K +0.14% $358.21 1.81M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8
transaction MDGL Common Stock Purchase $282K +784 +0.41% $359.39 191K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F10
transaction MDGL Common Stock Purchase $3.06M +8.51K +0.47% $359.39 1.82M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F10
transaction MDGL Common Stock Purchase $181K +502 +0.26% $361.37 191K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F11
transaction MDGL Common Stock Purchase $1.97M +5.44K +0.3% $361.37 1.82M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F11
transaction MDGL Common Stock Purchase $187K +515 +0.27% $362.39 192K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F12
transaction MDGL Common Stock Purchase $2.02M +5.59K +0.31% $362.39 1.83M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F12
transaction MDGL Common Stock Purchase $92.8K +255 +0.13% $363.75 192K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F13
transaction MDGL Common Stock Purchase $1.01M +2.77K +0.15% $363.75 1.83M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F13
transaction MDGL Common Stock Purchase $77.3K +211 +0.11% $366.30 192K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F14
transaction MDGL Common Stock Purchase $838K +2.29K +0.12% $366.30 1.83M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F14
transaction MDGL Common Stock Purchase $163K +442 +0.23% $367.77 193K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F15
transaction MDGL Common Stock Purchase $1.76M +4.8K +0.26% $367.77 1.84M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F15
transaction MDGL Common Stock Purchase $48.3K +131 +0.07% $368.84 193K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7
transaction MDGL Common Stock Purchase $523K +1.42K +0.08% $368.84 1.84M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8
transaction MDGL Common Stock Purchase $93.4K +253 +0.13% $369.34 193K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F16
transaction MDGL Common Stock Purchase $1.01M +2.75K +0.15% $369.34 1.84M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F16
transaction MDGL Common Stock Purchase $188K +506 +0.26% $371.01 194K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F17
transaction MDGL Common Stock Purchase $2.04M +5.49K +0.3% $371.01 1.85M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F17
transaction MDGL Common Stock Purchase $347K +933 +0.48% $372.16 195K Aug 18, 2025 See Footnotes F2, F3, F4, F5, F6, F7, F18
transaction MDGL Common Stock Purchase $3.77M +10.1K +0.55% $372.16 1.86M Aug 18, 2025 See Footnotes F3, F4, F5, F6, F7, F8, F18
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. These shares of common stock ("Common Stock") of Madrigal Pharmaceuticals, Inc. (the "Issuer") were traded by 667, L.P. ("667") and Baker Brothers Life Sciences, L.P. ("Life Sciences", and together with 667, the "Funds") in multiple transactions at prices ranging from $353.76 to $353.99, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "Staff"), upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F2 After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Biotech Capital, L.P. and (ii) 667, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I held directly by or held for the benefit of 667, a limited partnership of which the sole general partner is Baker Biotech Capital, L.P., a limited partnership of which the sole general partner is Baker Biotech Capital (GP), LLC, due to their interest in 667 and Baker Biotech Capital, L.P.'s right to receive an allocation of a portion of the profits from 667.
F3 Baker Bros. Advisors LP (the "Adviser") serves as the investment adviser to the Funds. In connection with the services provided by the Adviser, the Adviser receives an asset-based management fee that does not confer any pecuniary interest in the securities held directly by the Funds or for the benefit of the Funds. Baker Bros. Advisors (GP) LLC (the "Adviser GP") is the Adviser's sole general partner. Julian C. Baker and Felix J. Baker are managing members of the Adviser GP. The Adviser has complete and unlimited discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds. The general partners of the Funds relinquished to the Adviser all discretion and authority with respect to the investment and voting power of the securities held directly by the Funds or for the benefit of the Funds.
F4 Julian C. Baker, Felix J. Baker, the Adviser GP and the Adviser disclaim beneficial ownership of the securities held directly by or held for the benefit of the Funds except to the extent of their pecuniary interest therein, and this report shall not be deemed an admission that any of Julian C. Baker, Felix J. Baker, the Adviser GP or the Adviser is a beneficial owner of such securities for purposes of Section 16 or any other purpose.
F5 Includes beneficial ownership of 3,825 shares of Common Stock received from vested restricted stock units of the Issuer (each an "RSU") each previously granted to Julian C. Baker and Dr. Raymond Cheong in their capacity as directors of the Issuer.
F6 Pursuant to the policies of the Adviser, the Adviser has voting and dispositive power over the non-qualified stock options exercisable solely into Common Stock ("Stock Options"), RSUs and any Common Stock received as a result of the exercise of Stock Options or vesting of RSUs.
F7 Pursuant to the policies of the Adviser, Julian C. Baker and Dr. Cheong do not have a right to any of the Issuer's securities issued as compensation for their service on the Board and the Funds are entitled to an indirect proportionate pecuniary interest in such securities. The Funds each own an indirect proportionate pecuniary interest in the Stock Options and RSUs. Solely as a result of their ownership interest in (i) the general partners of the Funds and (ii) the Funds, Felix J. Baker and Julian C. Baker may be deemed to have an indirect pecuniary interest in the Stock Options, RSUs and any Common Stock acquired upon the exercise of Stock Options or vesting of RSUs (i.e. no direct pecuniary interest) issued as compensation for such service on the board of directors of the Issuer.
F8 After giving effect to the transactions reported herein and as a result of their ownership interest in (i) Baker Brothers Life Sciences Capital, L.P. and (ii) Life Sciences, Julian C. Baker and Felix J. Baker each may be deemed to have an indirect pecuniary interest in Common Stock reported in column 5 of Table I held directly by or held for the benefit of Life Sciences, a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital, L.P., a limited partnership of which the sole general partner is Baker Brothers Life Sciences Capital (GP), LLC, due to their interest in Life Sciences and Baker Brothers Life Sciences Capital, L.P.'s right to receive an allocation of a portion of the profits from Life Sciences.
F9 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $356.73 to $357.08, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F10 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $358.75 to $359.48, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F11 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $361.00 to $361.78, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F12 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $362.06 to $362.78, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F13 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $363.44 to $363.90, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F14 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $366.27 to $366.31, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F15 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $367.77 to $367.78, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F16 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $369.01 to $369.97, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F17 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $370.68 to $371.18, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.
F18 The price reported in Column 4 is a weighted average price. These shares were traded by 667 and Life Sciences in multiple transactions at prices ranging from $371.61 to $372.50, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the Staff, upon request, full information regarding the number of shares traded at each separate price within the range set forth in this footnote.

Remarks:

Julian C. Baker, a managing member of Baker Bros. Advisors (GP) LLC, and Dr. Raymond Cheong, a full-time employee of Baker Bros. Advisors LP, are directors of Madrigal Pharmaceuticals, Inc. (the "Issuer"). By virtue of their representation on the board of directors of the Issuer, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the reporting persons other than Julian C. Baker are deemed directors by deputization of the Issuer. This is the first of two Form 4's reporting changes in beneficial ownership. Due to space limitations in Form 4 we are thus filing these two Forms 4.