WEEKS WENDELL P 4
4 · CORNING INC /NY · Filed Feb 6, 2026
Research Summary
AI-generated summary of this filing
Corning (GLW) CEO Wendell Weeks Receives 263,180 PSUs; 10,473 Withheld
What Happened
Wendell P. Weeks (Chairman, CEO & President) was granted a total of 263,180 performance share units (PSUs) on Feb 4, 2026 (awards of 120,365; 80,500; 62,315 PSUs). A conversion/exercise of 10,473 of those units occurred and 10,473 shares were withheld to satisfy tax obligations at $109.69/share, generating proceeds/withholding value of $1,148,783. The remaining 252,707 PSUs are restricted and will convert to common stock according to scheduled vesting.
Key Details
- Transaction date: Feb 4, 2026; Form 4 filed Feb 6, 2026 (appears timely under Form 4 rules).
- Awards (A): 120,365; 80,500; 62,315 PSUs granted at $0.00 (derivative awards).
- Conversion/exercise (M) and tax withholding (F): 10,473 shares were converted/settled and withheld at $109.69/share for taxes (total ~$1.15M).
- Net new shares subject to vesting after withholding: 252,707 PSUs (will convert to shares upon vesting).
- Vesting schedule (per filing footnotes): portions of the earned PSUs vest/convert on: April 15, 2026 (120,365 PSUs), April 15, 2027 (80,500 PSUs), and April 14, 2028 (62,315 PSUs), subject to service-based vesting.
- Footnotes: F1 clarifies each PSU equals a contingent right to one share; F10/F8/F9 note shares were withheld to satisfy tax requirements under the relevant agreements.
Context
- These transactions are compensation-related awards (PSUs) earned after performance criteria were met for fiscal 2025; they are not open-market purchases or discretionary sales.
- The conversion plus withholding is a common “cashless” approach to cover taxes when equity awards vest — withholding reduces the number of shares actually delivered.
- Filing does not indicate a market-timed purchase or sale intended as an investment signal; the grants are part of executive compensation and remain largely restricted until stated vesting dates.
Insider Transaction Report
Form 4
WEEKS WENDELL P
DirectorChairman, CEO and President
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-02-04+5,410→ 747,779 total - Exercise/Conversion
Common Stock
[F1]2026-02-04+2,209→ 749,988 total - Exercise/Conversion
Common Stock
[F1]2026-02-04+2,854→ 752,842 total - Tax Payment
Common Stock
2026-02-04$109.69/sh−10,473$1,148,783→ 742,369 total - Award
Performance Share Unit
[F1][F5]2026-02-04+120,365→ 241,020 total→ Common Stock (120,365 underlying) - Award
Performance Share Unit
[F1][F6]2026-02-04+80,500→ 181,340 total→ Common Stock (80,500 underlying) - Award
Performance Share Unit
[F1][F7]2026-02-04+62,315→ 62,315 total→ Common Stock (62,315 underlying) - Exercise/Conversion
Performance Share Unit
[F1][F8]2026-02-04−5,410→ 235,610 total→ Common Stock (5,410 underlying) - Exercise/Conversion
Performance Share Unit
[F1][F9]2026-02-04−2,209→ 60,106 total→ Common Stock (2,209 underlying) - Exercise/Conversion
Performance Share Unit
[F1][F10]2026-02-04−2,854→ 178,486 total→ Common Stock (2,854 underlying)
Holdings
- 9,200(indirect: By Spouse)
Common Stock
[F2] - 7,120.543(indirect: By Spouse)
Common Stock
[F3][F2] - 11,737.587(indirect: By Trust)
Common Stock
[F3] - 5,733
Performance Share Unit
[F1][F4]→ Common Stock (5,733 underlying)
Footnotes (10)
- [F1]Each performance share unit represents a contingent right to receive one share of Corning Incorporated common stock.
- [F10]Vesting to satisfy tax requirement pursuant to the 2024 agreement.
- [F2]The reporting person disclaims beneficial ownership of all securities held by spouse.
- [F3]Ownership is represented by units held in a unitized stock fund through the issuer's 401(k) retirement plan as of January 31, 2026.
- [F4]Performance share units (PSUs) were earned February 7, 2024 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2023 pursuant to the 2023 agreement. Earned PSUs remain restricted until vesting. The earned units will vest 1/3 after 1 year from the February 8, 2023 grant date and 1/6 every 6 months thereafter until fully vested on the third anniversary of the grant date.
- [F5]Performance share units (PSUs) were earned February 4, 2026 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2025 pursuant to the 2023 agreement. Earned PSUs remain restricted until April 15, 2026, when they vest and convert to common stock, subject to service-based vesting requirement.
- [F6]Performance share units (PSUs) were earned February 4, 2026 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2025 pursuant to the 2024 agreement. Earned PSUs remain restricted until April 15, 2027, when they vest and convert to common stock, subject to service-based vesting requirement.
- [F7]Performance share units (PSUs) were earned February 4, 2026 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2025 pursuant to the 2025 agreement. Earned PSUs remain restricted until April 14, 2028, when they vest and convert to common stock, subject to service-based vesting requirement.
- [F8]Vesting to satisfy tax requirement pursuant to the 2023 agreement.
- [F9]Vesting to satisfy tax requirements pursuant to the 2025 agreement.
Signature
Melissa J. Gambol, Power of Attorney|2026-02-06