O'Day Michael Paul 4

4 · CORNING INC /NY · Filed Feb 6, 2026

AI-generated summary of this filing

Updated Feb 6, 2026

Corning (GLW) SVP Michael O'Day Exercises Options, Receives PSUs

What Happened

Michael Paul O'Day, SVP and GM, Optical Communications at Corning, had performance share units (PSUs) convert/exercise and received new PSU awards on Feb 4, 2026. He was credited with three PSU awards totaling 22,523 PSUs (10,614; 4,772; 7,137) and converted/exercised 717 derivative units into 717 shares (338, 152, 227).
To satisfy tax withholding obligations, 717 shares were disposed (sold) at $109.69 each, generating proceeds of $78,648. The exercises/conversions showed $0 exercise price; the disposition reflects a sell-to-cover for taxes rather than a voluntary cash sale.

Key Details

Transaction date: 2026-02-04; Form 4 filed 2026-02-06 (timely filing).
Disposition: 717 shares sold at $109.69 each for $78,648 (code F = payment of exercise price/tax liability).
Acquisitions: Grants/awards of 10,614; 4,772; and 7,137 PSUs (code A = award/acquisition).
Conversions/Exercises: 338, 152, and 227 derivative units converted/exercised (code M).
PSUs: Each PSU represents a contingent right to one share (F1). PSUs were earned per the Compensation Committee for FY2025 under separate award agreements:
- 2025 agreement: 10,614 PSUs; restricted until ~Apr 14, 2028 (F2).
- 2024 agreement: 4,772 PSUs; restricted until ~Apr 15, 2027 (F3).
- 2023 agreement: 7,137 PSUs; restricted until ~Apr 15, 2026 (F4).
Vesting to satisfy tax requirements was applied for each agreement as noted (F5–F7).
Shares owned after the transactions were not specified in this Form 4.

Context

This filing shows routine equity compensation activity: PSUs earned based on performance (FY2025) and a common "sell-to-cover" where a portion of shares are used to satisfy tax withholding when awards vest/convert. The grants remain restricted and are subject to future vesting/service requirements per the dates above.
Transaction codes: A = award/grant, M = option/exercise conversion, F = payment for tax/withholding. This was not a discretionary open-market purchase or sale signaling a trading view; it reflects compensation and tax-related actions.

Form 4

Period: 2026-02-04

SVP and GM, Optical Comm.

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-04+338→ 30,253 total
Exercise/Conversion
Common Stock
[F1]
2026-02-04+152→ 30,405 total
Exercise/Conversion
Common Stock
[F1]
2026-02-04+227→ 30,632 total
Tax Payment
Common Stock
2026-02-04$109.69/sh−717$78,648→ 29,915 total
Award
Performance Share Unit
[F1][F2]
2026-02-04+10,614→ 10,614 total
→ Common Stock (10,614 underlying)
Award
Performance Share Unit
[F1][F3]
2026-02-04+4,772→ 10,772 total
→ Common Stock (4,772 underlying)
Award
Performance Share Unit
[F1][F4]
2026-02-04+7,137→ 14,319 total
→ Common Stock (7,137 underlying)
Exercise/Conversion
Performance Share Unit
[F1][F5]
2026-02-04−338→ 10,276 total
→ Common Stock (338 underlying)
Exercise/Conversion
Performance Share Unit
[F1][F6]
2026-02-04−152→ 10,620 total
→ Common Stock (152 underlying)
Exercise/Conversion
Performance Share Unit
[F1][F7]
2026-02-04−227→ 14,092 total
→ Common Stock (227 underlying)

Footnotes (7)

[F1]Each performance share unit represents a contingent right to receive one share of Corning Incorporated common stock.
[F2]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.
[F3]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.
[F4]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.
[F5]Vesting to satisfy tax requirement pursuant to the 2025 agreement.
[F6]Vesting to satisfy tax requirement pursuant to the 2024 agreement.
[F7]Vesting to satisfy tax requirement pursuant to the 2023 agreement.

Signature

Melissa J. Gambol, Power of Attorney|2026-02-06

1 file