O'Day Michael Paul 4

What Happened

• Michael P. O'Day, Senior Vice President and GM, Optical Communications at Corning Inc. (GLW), had derivative awards convert to common stock on April 15, 2026. Two conversion events resulted in 14,092 and 6,244 shares being issued (total 20,336 shares) at $0.00 per share (reflecting conversion of awards).
• To satisfy tax withholding obligations, 8,410 of those shares were surrendered/withheld at an implied price of $168.27 per share, yielding $1,415,151. Net shares issued after withholding were 11,926 (20,336 converted − 8,410 withheld). This was not an open-market sale for investment purposes but routine tax withholding on vested awards.

Key Details

• Transaction date: April 15, 2026; Form 4 filed April 16, 2026 (filed the next day).
• Conversion amounts: 14,092 and 6,244 shares converted (total 20,336) at $0.00 (derivative conversion/exercise, code M).
• Withholding/tax payment: 8,410 shares withheld/disposed at $168.27 each = $1,415,151 (code F).
• Net shares received after withholding: 11,926 (may remain subject to any applicable restrictions).
• Footnotes: awards include performance share units (PSUs) and restricted stock units (RSUs). Footnotes indicate PSUs/RSUs convert to one share each and reference vesting dates (e.g., PSUs/RSUs vest/convert on April 15, 2026 per filing notes). Transaction codes: M = exercise/conversion of derivative; F = tax withholding.
• Filing timeliness: filing was submitted one day after the transaction (appears timely under Form 4 rules).

Context

• This was a conversion/vesting event of equity awards, not a market sale. Withholding of shares to cover taxes is a common administrative step when awards vest and does not necessarily indicate a change in the insider’s investment view.
• For retail investors, award conversions increase insider-held equity (net of withheld shares) but are typically part of compensation/vesting schedules rather than discretionary purchases.