Burge James T. 4

What Happened
James T. Burge, Vice President & Controller of Armstrong World Industries (AWI), had 2,015 performance restricted stock units convert into common shares on April 8, 2026 (conversion/exercise of derivative). The shares converted at $0.00 per share. To satisfy tax obligations, 877 of those shares were withheld by the issuer at a value of $172.77 per share, totaling approximately $151,519. Net shares delivered to Burge were 1,138 (2,015 converted − 877 withheld). This transaction represents the payout of earned performance RSUs rather than an open-market buy or sell.

Key Details

• Transaction date: April 8, 2026; Form 4 filed April 10, 2026 (filed two days after the transaction, generally timely for Form 4 reporting).
• Conversion: 2,015 performance restricted stock units converted into 2,015 shares at $0.00 (code M).
• Tax withholding: 877 shares withheld to cover taxes at $172.77 each, proceeds ≈ $151,519 (code F).
• Net shares received: 1,138 shares.
• Footnotes: PRSUs were granted March 1, 2023 under the 2022 Equity and Cash Incentive Plan, covering the 2023–2025 performance period; achievement certified by the Management Development and Compensation Committee on April 8, 2026. Each PRSU equals one share.
• Shares owned after the transaction: not specified in the filing.
• Reporting status: officer transaction (not a 10% owner); withholding is a routine tax-related disposition, not an open-market sale.

Context
Performance restricted stock units (PRSUs) convert to shares when pre-established performance goals are met and certified; withholding of shares to cover tax obligations is a common, administrative step and does not necessarily signal a change in the insider’s view of the company. The filing uses standard Form 4 codes: M = conversion/exercise of a derivative (PRSUs), F = shares withheld to pay taxes.