Calzaretta Christopher P. 4

4 · ARMSTRONG WORLD INDUSTRIES INC · Filed Apr 10, 2026

AI-generated summary of this filing

Updated Apr 10, 2026

AWI CFO Christopher Calzaretta Receives Award, Withholds Shares

What Happened

Christopher P. Calzaretta, SVP & Chief Financial Officer of Armstrong World Industries (AWI), had 9,149 performance restricted stock units (PRSUs) convert into common shares on April 8, 2026. The RSUs converted at $0 (no cash exercise price).
To satisfy tax withholding on the award, 3,980 of those shares were withheld/disposed at an indicated value of $172.77 per share, totaling $687,625. Net shares delivered to Calzaretta were 5,169 (9,149 converted minus 3,980 withheld).

Key Details

Transaction date: April 8, 2026; Form 4 filed April 10, 2026 (appears timely).
Conversion: 9,149 PRSUs converted to 9,149 shares (reported as code M, exercise/conversion of derivative) at $0.
Tax withholding: 3,980 shares withheld/disposed (reported as code F) at $172.77 per share = $687,625.
Net shares issued to insider: 5,169 (9,149 converted less 3,980 withheld).
Shares owned after transaction: Not specified in the filing.
Relevant footnotes:
- F1–F4: These were performance restricted stock units granted Mar 1, 2023 under AWI’s 2022 Equity and Cash Incentive Plan for the performance period Jan 1, 2023–Dec 31, 2025; achievement was certified Apr 8, 2026. Each PRSU equals one share.
- F2: Specifically notes shares were withheld to satisfy the reporting person’s tax obligations.
- F5: Not applicable.

Context

This was not an open-market purchase or sale for investment; it was the settlement of performance-based equity (PRSUs) upon certification of performance metrics. The withholding of shares to cover taxes is a routine administrative step (net settlement) and does not necessarily imply a voluntary sale.
For retail investors, award conversions and withholding are common forms of insider compensation and should be interpreted differently than voluntary insider purchases or open-market sales.

Form 4

Period: 2026-04-08

SVP & CFO

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-04-08+9,149→ 15,171 total
Tax Payment
Common Stock
[F2]
2026-04-08$172.77/sh−3,980$687,625→ 11,191 total
Exercise/Conversion
Performance Based Restricted Stock Units
[F3][F4][F5]
2026-04-08−9,149→ 0 total
→ Common Stock (9,149 underlying)

Footnotes (5)

[F1]Reflects the conversion of previously granted performance restricted stock units into shares of Issuer's common stock in connection with the earning and payment of the units based on underlying performance metrics.
[F2]Represents the number of shares withheld by the Issuer to satisfy the Reporting Person's tax obligations incurred upon the earning and payment of certain restricted stock units granted to the Reporting Person under the 2022 Equity and Cash Incentive Plan.
[F3]Each performance restricted stock unit represents a contingent right to receive one share of Issuer's common stock.
[F4]The performance restricted stock units were granted on March 1, 2023, under the 2022 Equity and Cash Incentive Plan of the Issuer. The performance period for the performance restricted stock units was January 1, 2023 to December 31, 2025, with the performance restricted stock units vesting at the conclusion of the performance period and earning and payment subject to achievement and certification of pre-established performance conditions. Achievement of the performance conditions was certified by the Management Development and Compensation Committee of the Board of Directors of the Issuer on April 8, 2026.
[F5]Not applicable.

Signature

/s/ Alan M. Kidd, Attorney-in-fact|2026-04-10

1 file