Nelson Avery H III 4
4 · CORNING INC /NY · Filed Feb 11, 2026
Research Summary
AI-generated summary of this filing
Corning (GLW) COO Nelson Avery H III Exercises and Sells Shares
What Happened
- Nelson Avery H III, Executive Vice President & COO of Corning Inc. (GLW), exercised/converted 2,476 derivative units into common shares (reported at $0 exercise price) and on Feb 9, 2026 disposed a total of 7,155 shares. Dispositions include 893 shares sold/withheld to cover taxes (weighted avg $131.39, $117,331) and 6,262 shares sold in the open market (weighted avg $129.79, $812,722). Combined proceeds from the reported sales are about $930,053. The filing shows both the exercise (acquisition) and simultaneous disposals, indicating a net cashless/settlement-style transaction.
Key Details
- Transaction date: February 9, 2026; Form 4 filed Feb 11, 2026 (timely).
- Exercise/conversion: 2,476 shares acquired at $0.00 (derivative exercise/conversion).
- Sales/dispositions:
- 893 shares withheld/sold for tax liabilities at weighted avg $131.39 = $117,331 (footnote F1).
- 6,262 shares sold in open market at weighted avg $129.79 = $812,722 (footnote F1).
- Total disposed: 7,155 shares ≈ $930,053.
- Shares owned after transaction: not specified in the provided excerpt.
- Notable footnotes: F1 explains the weighted-average sale price and price range for the open-market sales ($129.67–$129.90); F2–F7 describe unit/RSU ownership representation and various RSU vesting schedules (including full vesting dates and staggered vesting from a 2023 grant). F (tax withholding) indicates shares were sold/withheld to cover taxes.
- Filing timeliness: Appears timely (filed within usual Form 4 reporting window).
Context
- This pattern — exercising/settling derivative awards and immediately selling shares, with a portion withheld for taxes — is common for executives converting RSUs/options into stock and covering tax obligations (a cashless or net-settlement-like action). Sales do not necessarily indicate a view on company prospects; they can be routine tax withholding or liquidity events tied to vesting/exercise.
Insider Transaction Report
Form 4
Nelson Avery H III
Executive Vice President & COO
Transactions
- Exercise/Conversion
Common Stock
2026-02-09+2,476→ 68,526 total - Tax Payment
Common Stock
2026-02-09$131.39/sh−893$117,331→ 67,633 total - Sale
Common Stock
[F1]2026-02-09$129.79/sh−6,262$812,722→ 61,371 total - Exercise/Conversion
Restricted Stock Unit
[F3][F7]2026-02-09−2,476→ 0 total→ Common Stock (2,476 underlying)
Holdings
- 3,839.67(indirect: By Trust)
Common Stock
[F2] - 21,442
Restricted Stock Unit
[F3][F4]→ Common Stock (21,442 underlying) - 23,369
Restricted Stock Unit
[F3][F5]→ Common Stock (23,369 underlying) - 17,838
Restricted Stock Unit
[F3][F6]→ Common Stock (17,838 underlying)
Footnotes (7)
- [F1]The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $129.67 to $129.90, inclusive. The reporting person undertakes to provide to Corning Incorporated, any security holder of Corning Incorporated, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth previously in this footnote.
- [F2]Ownership is represented by units held in a unitized stock fund through the issuer's 401(k) retirement plan as of January 31, 2026.
- [F3]Each restricted stock unit represents a contingent right to receive one share of Corning Incorporated common stock.
- [F4]The restricted stock units (RSUs) vest 100% on April 15, 2027. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to the vesting date.
- [F5]The restricted stock units (RSUs) vest 100% on April 14, 2028. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to the vesting date.
- [F6]The restricted stock units (RSUs) vest 100% on April 15, 2026. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to the vesting date.
- [F7]The restricted stock units (RSUs) granted on February 8, 2023 vest 1/3 after 1 year from the grant date and 1/6 every 6 months thereafter until fully vested on the third anniversary of the grant date.
Signature
Melissa J. Gambol, Power of Attorney|2026-02-11