McCarthy Barry C 4

What Happened
Barry C. McCarthy, President & CEO and a director of Deluxe Corporation (DLX), had 51,325 restricted stock units (RSUs) vest and convert one-for-one into common shares on Feb 19, 2026. To satisfy tax withholding obligations, 25,252 of those newly issued shares were withheld/disposed at an implied price of $27.32 per share, totaling approximately $689,885. The RSUs converted at $0.00 exercise price (i.e., no cash paid to acquire the shares).

Key Details

• Transaction date: 2026-02-19 (report filed 2026-02-20). Filing appears timely.
• Vesting/conversion: 51,325 RSUs → 51,325 common shares (code M reflects exercise/conversion of a derivative).
• Tax withholding: 25,252 shares withheld/disposed at $27.32 per share for approximately $689,885 (code F indicates shares withheld to pay taxes).
• Shares owned after the transaction: not specified in this Form 4.
• Footnotes: F1–F3 indicate these were RSUs that vest in up to three equal annual installments and convert one-for-one to shares on vesting; withholding was used to satisfy tax liabilities.

Context
This filing reflects routine executive compensation vesting (an award converting to shares) with shares withheld to cover taxes—not an open-market sale of vested shares for investment purposes. Such tax-withholding dispositions are common and do not necessarily signal the insider’s view on the company’s stock.