Exhibit 19.1

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RIGEL PHARMACEUTICALS, INC.

INSIDER TRADING AND WINDOW PERIOD POLICY

ADOPTED AUGUST 15, 2018

AMENDED AND RESTATED MARCH 1, 2021

AMENDED AND RESTATED April 7, 2022

AMENDED AND RESTATED June 29, 2023

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INTRODUCTION

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During the course of your relationship with Rigel Pharmaceuticals, Inc. (“Rigel”), you may receive material information that is not yet publicly available (“material nonpublic information”) about Rigel or other publicly traded companies that Rigel has business relationships with. Material nonpublic information may give you or someone you pass that information on to an advantage over others when deciding whether to buy, sell, gift or otherwise deal in Rigel’s securities or the securities of another publicly traded company. This policy sets forth acceptable transactions involving Rigel securities by our employees and directors, as well as certain designated consultants and contractors. Generally, the designated consultants and contractors are those that are in Rigel meetings on a recurring, regular basis and will be notified in writing that this policy is applicable to them (“regular consultants/contractors”).

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INSIDER TRADING AND WINDOW PERIOD POLICY

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Securities Transactions

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Using material nonpublic information for personal gain or passing this information (also known as a “tip”) to someone who uses it for personal gain (a “tippee”) is illegal and squarely prohibited by this policy. Exploiting material nonpublic information like this remains unlawful regardless of how many shares are bought or sold. You can be held liable for your own transactions, as well as the transactions by a tippee and even the transactions of a tippee’s tippee. Although it is imperative to refrain from any insider trading, it is equally important to avoid even the appearance of insider trading.

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Material nonpublic information

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It is not always easy to figure out whether you possess material nonpublic information. But there is one important factor to determine whether nonpublic information you know about a public company is material: whether sharing the information would likely affect the market price of that company’s securities or be considered important or “material” by investors who are considering trading that company’s stock. If the information makes you want to trade, it would probably have the same effect on others. Keep in mind that both positive and negative information can be material.

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Depending on the specific details, the following items may be considered material nonpublic information until publicly disclosed. There may be other types of information that would qualify as material nonpublic information as well; use this list merely as a non-exhaustive guide:

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If you do possess material nonpublic information, you may not trade in a company’s securities or advise anyone else whether to do so, even if your decision to trade is not based on such material nonpublic information. In addition, if you possess material nonpublic information, you may not communicate the information to anyone else (other than employees whose job responsibilities require the information and who are bound by this policy) until you know that the information has been publicly disseminated and sufficient time (at least one full trading day) has passed to allow securities markets to receive and evaluate the information. You should never recommend to another person that they buy, hold, gift or sell our securities. In some circumstances, you may need to forgo a planned transaction even if you had planned it before learning of the material nonpublic information. This prohibition is absolute. So even if you believe you may suffer an economic loss or sacrifice an anticipated profit by waiting to trade, you must wait.

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“Trading” includes not only purchases, sales and gifts of common stock in the public market but also any other purchases, sales, gifts or transfers of common or preferred equity, options, warrants and other securities (including debt securities and distributions of securities by an investment fund to its equity holders) and other arrangements that affect economic exposure to changes in the prices of these securities.

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This policy also applies not only to you but to members of your immediate family, persons with whom you share a household, persons who are your economic dependents and any other individuals or entities whose transactions in securities you influence, direct or control (including, for example, a venture or other investment fund, if you influence, direct or control transactions by the fund). You are responsible for making sure that these other individuals and entities comply with this policy. However, this insider trading policy does not apply to any such entity that invests in securities in the ordinary course of its business (e.g., an investment fund or partnership) if such entity has established its own insider trading controls and procedures in compliance with applicable securities laws.

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The prohibition on trading when you have material nonpublic information continues until that information becomes publicly disseminated. But for information to be considered publicly disseminated, it must be widely disclosed through a press release, a filing with the Securities and Exchange Commission (the “SEC”) or other public announcement and enough time must have passed for the information to be widely known. Generally speaking, information will be considered publicly disseminated after one full trading day has elapsed since the information was publicly disclosed. For example, if we announce material nonpublic information before trading begins on Wednesday, then you may execute a transaction in our securities on Thursday; if we announce material nonpublic information after trading ends on Wednesday, then you may execute a transaction in our securities on Friday.

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TRADING BY RIGEL EMPLOYEES, DIRECTORS AND REGULAR CONSULTANTS/CONTRACTORS

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Rigel employees, directors and regular consultants/contractors will be able to trade Rigel securities unless the window is closed due to a specific event (which can be company-wide or to individual(s) or group(s)); or, because the window is closed to you on a regular basis because you have been designated as a Regular Quarterly Insider (“RQI”). If you are an employee and were employed at the end of the prior quarter, you would have received such an e-mail from a member of the legal department on or about that date stating you have been designated an RQI.

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Open Window - Generally

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Except as described in this policy, all Rigel employees, directors and regular consultants/contractors may buy, sell or gift Rigel securities only during an “open window.” Generally, the window will open after one full trading day has elapsed since the public dissemination of the information that was the reason the window was closed.

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Regular Quarterly Insiders Closed Window

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For those employees identified in writing as Regular Quarterly Insiders, the trading window will close at the end of the day on the last day of the quarter and will open after one full trading day has elapsed since the public dissemination of Rigel’s quarterly financial results or other material information concerning Rigel’s sales and/or distribution of product(s) (eg. TAVALISSE and/or REZLIDHIA). Additionally, to minimize even the appearance of insider trading, the trading window for Directors, Executives, designated employees, and heads of certain functions (which shall be notified as such in writing, e.g., head of finance and head of IR/CC) will close at the end of the day on the 15^th day of the last month of the quarter. Keep in mind that when the window is open for Regular Quarterly Insiders, Preclearance is required, as described below.

Event-Specific Closed Window

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From time to time, an event may occur that is material to Rigel and is known by a limited number of directors, officers and/or employees. The potential impact of this information may be sufficiently material in a particular fiscal period that, in the judgment of the General Counsel, all employees, directors and regular consultants/contractors should not trade in the Rigel’s securities. Or, it may be that the window is closed to certain individuals or groups of individuals. In that situation, Rigel will notify you by e-mail about the closed trading window. Usually, these e-mails will come from the General Counsel, but they may come from the legal department, CFO or CEO on occasion.

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An employee, director or regular consultant/contractor who believes that special circumstances require them to trade outside the open window should consult the General Counsel. Permission to trade outside the open window will be granted only where the circumstances are extenuating and there appears to be no significant risk that the trade may subsequently be questioned.

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ESPP Purchases

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Individuals who are eligible to do so may purchase stock under the Company’s Employee Stock Purchase Plan (“ESPP”) on periodic designated dates in accordance with the ESPP without restriction to any particular period. However, the subsequent sale or gift of the stock acquired pursuant to the ESPP is subject to all provisions of this policy, including those provisions concerning RQIs.

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10b5-1 Automatic Trading Programs

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Under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), employees, directors and consultants may establish a trading plan under which a broker is instructed to buy and sell Rigel securities based on pre-determined criteria (a “Trading Plan”). So long as a Trading Plan is properly established in compliance with the requirements of Rule 10b5-1 of the Exchange Act and any applicable 10b5-1 trading plan guidelines of Rigel, purchases, sales and gifts of Rigel securities pursuant to that plan may be made at any time pursuant to the pre-determined criteria -- even in a closed window, or trading blackout period. An employee's, director's or consultant's Trading Plan must be established in compliance with the requirements of Rule 10b5-1 of the Exchange Act and any applicable 10b5-1 trading plan guidelines of Rigel at a time when they lacked material nonpublic information about Rigel and when Rigel was not in a closed window or trading blackout period.

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Prohibition of Speculative or Short-term Trading

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No employee, director or regular consultant/contractor may engage in short sales, transactions in put or call options, hedging transactions, margin accounts, pledges or other inherently speculative transactions with respect to Rigel’s stock.

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Preclearance and Advance Notice of Transactions –Use of Preclearance@Rigel.com

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In addition to the requirements above, individuals who have been notified that they are Regular Quarterly Insiders or otherwise subject to preclearance requirements face a further restriction. Even during an open trading window, these individuals may not engage in any transaction in Rigel’s securities, including any purchase or sale in the open market, gift, loan or other transfer of beneficial ownership without first obtaining preclearance of the transaction from Rigel’s General Counsel or his or her designee before the proposed transaction by writing an e-

mail to Preclearance@Rigel.com. No details are required, the clearance is to check that the window is in fact open at the time, and is certifying that the requester is not in possession of material non- public information. The General Counsel or his or her designee will then determine whether the transaction may proceed and write back by e-mail. Pre-cleared transactions not completed within five business days will require new preclearance, which may be requested prior to the five business days being over. Rigel may choose to shorten this period.

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Directors and officers subject to the reporting obligations under Section 16 of the Exchange Act (“Section 16 Officers”) must give advance notice of gifts or plans to exercise any outstanding stock option, to the General Counsel. Once any such transaction takes place, Section 16 Officers must immediately notify the General Counsel so that Rigel may assist in any Section 16 reporting obligations.

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Of note, wherein the General Counsel is seeking preclearance, he or she must first obtain such preclearance from Rigel’s Chief Financial Officer.

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Short-Swing Trading, Control Stock and Section 16 Reports

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Section 16 Officers may not violate the prohibition on short-swing trading (Section 16(b) of the Exchange Act) and the restrictions on sales by control persons (Rule 144 under the Securities Act of 1933, as amended). In addition, Section 16 Officers will file all appropriate Section 16(a) reports (Forms 3, 4 and 5), which are described in Rigel’s Section 16 Compliance Program, and any notices of sale required by Rule 144.

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POLICY’S DURATION

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This policy continues to apply to your transactions in Rigel’s securities or the securities of other public companies engaged in business transactions with Rigel even after your relationship with Rigel has ended. If you possess material nonpublic information when your relationship with Rigel ends, you may not trade Rigel’s securities or the securities of other companies until the material nonpublic information has been publicly disseminated or is no longer material.

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PENALTIES

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Anyone who engages in insider trading or otherwise violates this insider trading and window period policy may be subject to both civil liability and criminal penalties. Violators also risk disciplinary action by Rigel, including termination. Anyone who has questions about this policy should contact their own attorney or Rigel’s General Counsel. Please also see Frequently Asked Questions, which are attached as EXHIBIT A.

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AMENDMENTS

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Rigel is committed to continuously reviewing and updating its policies and procedures. Rigel therefore reserves the right to amend, alter or terminate this policy at any time and for any reason, subject to applicable law.

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EXHIBIT A

INSIDER TRADING AND WINDOW PERIOD POLICY FREQUENTLY ASKED QUESTIONS

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A: Insider trading is the buying, selling or gifting of stocks, bonds, futures or other securities by someone who possesses material nonpublic information. Insider trading also includes gifts of securities and trading in options (puts and calls) where the price is linked to the underlying price of a company’s stock. It does not matter how many shares you buy, sell or gift, or whether it has an effect on the stock price. Bottom line: If you have material nonpublic information and you trade, you have broken the law.

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A: If company insiders are able to use their confidential knowledge to their financial advantage, other investors would not have confidence in the fairness and integrity of the market. This ensures that there is an even playing field by requiring those who have material nonpublic information to disclose the information to the public or refrain from trading.

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A: Information is material if it would influence a reasonable investor to buy, sell or gift a stock, bond future or other security. This could mean many things: financial results, clinical or regulatory results, potential acquisitions or major contracts to name just a few. Information is nonpublic if it has not yet been released and disseminated to the public.

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A: Anyone who buys, sells or gifts a security while possessing material nonpublic information, or provides material nonpublic information that someone else uses to buy, sell or gift a security, can be guilty of insider trading. This applies to all individuals, including officers, directors and others who don’t even work at Rigel. Regardless of who you are, if you know something material about the value of a security that not everyone knows and you or one of your associate’s trades using that material information, you can be found guilty of insider trading.

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A: The same rules apply to U.S. and foreign employees. Because our common stock trades on a U.S. securities exchange, the insider trading laws of the United States apply. The Securities and Exchange Commission (the U.S. government agency in charge of investor protection) and the Financial Industry Regulatory Authority (a private regulator that oversees U.S. securities exchanges) routinely investigate trading in a company’s securities conducted by individuals and firms based abroad. In addition, as a Rigel employee, our policies apply to you no matter where you work.

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A: That is called “tipping.” You are the “tipper”, and the other person is called the “tippee.” If the tippee buys, sells or gifts based on that material nonpublic information, you might still be guilty of insider trading. In fact, if you tell family members who tell others and those people then trade on the information, those family members might be guilty of insider trading too. To prevent this, you should not discuss material nonpublic information about the company with anyone outside Rigel, including spouses, family members, friends or business associates. This includes anonymous discussions on the internet about Rigel or companies with which Rigel does business.

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A: That is still tipping, and you can still be responsible for insider trading. You should not recommend to another person that they buy, hold, gift or sell our common stock or any derivative security related to our common

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stock, since that could be a form of tipping.

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A: In addition to disciplinary action by Rigel—which may include termination—you may be liable for civil penalties for trading on material nonpublic information. The penalties for doing so may include paying the U.S. government up to three times any profit made, or any loss avoided. Persons found liable for tipping material nonpublic information, even if they did not trade themselves, may also face a penalty of up to three times the amount of any profit gained, or loss avoided by everyone in the chain of tippees. In addition, anyone convicted of criminal insider trading could face prison and additional fines.

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A: If you sell or gift common stock or a related derivative security before negative news is publicly announced, and as a result of the announcement the stock price declines, you have avoided the loss caused by the negative news.

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A: Possibly. U.S. insider trading laws restrict everyone from trading in a company’s securities based on material nonpublic information about that company, regardless of whether the person is directly connected with that company. Therefore, if you have material nonpublic information about another company, you should not trade in that company’s securities. You should be particularly conscious of this restriction if, through your position at Rigel, you sometimes obtain sensitive, material information about other companies and their business dealings with Rigel.

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A: If you have material nonpublic information, you may not buy, sell or gift our common stock until after a full trading day has occurred following the information is released or announced to the public. At that point, the information is considered public. Even if you do not have material, nonpublic information, you may not trade our common stock during any trading “blackout” period. Our insider trading and window period policy describes the quarterly blackout period, and additional trading blackout periods may be announced by email.

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A: No. If you have any open orders when the trading window closes, it is your responsibility to cancel these orders with your broker. If you have an open order and it executes after the trading window closes, you will have violated our insider trading and window period policy and may also have violated insider trading laws.

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A: No. Under our policies, you may not trade in derivative securities related to our common stock, which include publicly traded call and put options. In addition, under our policies, you may not engage in short selling of our common stock at any time.

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“Derivative securities” are securities other than common stock that are speculative in nature because they permit a person to leverage their investment using a relatively small amount of money. Examples of derivative securities include “put options” and “call options.” These are different from employee options, which are not derivative securities.

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“Short selling” is profiting when you expect the price of the stock to decline, and includes transactions in which you borrow stock from a broker, sell it, and eventually buy it back on the market to return the borrowed shares to the broker. Profit is realized if the stock price decreases during the period of borrowing.

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A: Many companies with volatile stock prices have adopted similar policies because of the temptation it represents to try to benefit from a relatively low-cost method of trading on short- term swings in stock prices, without actually holding the underlying common stock, and encourages speculative trading. We are dedicated to building stockholder value, short selling our common stock conflicts with our values and would not be well-received by our stockholders.

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A: Under our policies, you may not purchase our common stock on margin or hold it in a margin account at any time.

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“Purchasing on margin” is the use of borrowed money from a brokerage firm to purchase our securities. Holding our securities in a margin account includes holding the securities in an account in which the shares can be sold to pay a loan to the brokerage firm.

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A: Margin loans are subject to a margin call whether or not you possess material nonpublic information at the time of the call. If a margin call were to be made at a time when you had insider information and you could not or did not supply other collateral, you and Rigel may be restricted based on your insider trading activities because of the sale of the securities (through the margin call) when you possessed material nonpublic information. The sale would be attributed to you even though the lender made the ultimate determination to sell. The Securities and Exchange Commission takes the view that you made the determination to not supply the additional collateral and you are therefore responsible for the sale.

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A: No. Pledging your shares as collateral for a personal loan could cause you to transfer your shares during a trading blackout period. As a result, you may not pledge your shares as collateral for a loan.

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A: Yes. You may exercise the options and receive shares, but you may not sell or gift the shares during a trading blackout period or any time that you have material nonpublic information. Also note that if you choose to exercise and hold the shares, you will be responsible at that time for any taxes due.

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A: It depends. Generally, if your employment with Rigel ends during a trading blackout period that you are subject to, you will be subject to the remainder of that trading blackout period. If your employment with Rigel ends on a day that the trading window is open, you will not be subject to the next trading blackout period. However, even if you are not subject to our trading blackout period after you leave Rigel, you should not trade in Rigel securities if you possess material nonpublic information. That restriction stays with you as long as the information you possess is material and not released by Rigel.

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A: No, you may not make gifts, whether to charities, a trust or otherwise, of our common stock when you possess material nonpublic information or during a trading blackout period.

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A: The same rules apply as for employee stock options. You may exercise the publicly traded options at any time, but you may not sell or gift the securities during a trading blackout period or at any time that you have material nonpublic information.

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A: Yes.

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A: No. You may trade in mutual funds holding Rigel common stock at any time.

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A: Violating our policies may result in disciplinary action, which may include termination of your employment or other relationship with Rigel. In addition, you may be subject to criminal and civil actions.

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A: You should contact our General Counsel.

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