WEEKS WENDELL P 4

What Happened
Wendell P. Weeks, Chairman, CEO and President of Corning Inc. (GLW), had 5,733 derivative units convert to common stock on Feb 9, 2026 (reported Feb 11, 2026). The conversion shows an exercise/conversion price of $0.00 (these were performance share units or similar equity awards, not option purchases). The company withheld 2,927 shares to cover tax withholding at $131.39 per share, totaling $384,579, leaving Weeks with a net increase of 2,806 shares (5,733 converted − 2,927 withheld).

Key Details

• Transaction date: 2026-02-09; filing date: 2026-02-11 (appears timely).
• Conversion: 5,733 shares @ $0.00 (code M — exercise/conversion of derivative).
• Tax withholding: 2,927 shares @ $131.39 = $384,579 (code F — payment of tax liability via share withholding).
• Net shares received: 2,806 (5,733 − 2,927).
• Shares owned after transaction: not specified in the provided excerpt.
• Relevant footnotes: F3–F7 indicate these were performance share units (PSUs) with various vesting/restriction schedules (some PSUs remain restricted until April 15, 2026/2027/2028 and per the grant schedule in F7). F1 disclaims spouse beneficial ownership; F2 notes some ownership shown via the company 401(k) fund.
• This filing shows a routine sell-to-cover (share withholding) for taxes, not an open-market sale.

Context
The $0.00 conversion price indicates these were earned equity awards (PSUs) converting to stock, not a cash exercise of options. Withholding shares to satisfy tax obligations (a “sell-to-cover” or share-withholding) is common and is a standard administrative step rather than an investment decision. Such routine tax-related dispositions should be interpreted differently than open-market sales initiated by an insider.