INTEL CORP·4

Feb 3, 4:56 PM ET

Zinsner David 4

4 · INTEL CORP · Filed Feb 3, 2026

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Intel (INTC) CFO David Zinsner Receives PSU Award; 59,690 Shares Sold

What Happened David Zinsner, Intel EVP and CFO, had 126,563 performance stock units (PSUs) vest and convert into Intel common stock on January 31, 2026. Of those vested shares, 59,690 were withheld/sold to cover tax obligations at $47.67 per share, producing proceeds of $2,845,422. The underlying PSU conversion is recorded as a derivative exercise/conversion (transaction code M) and the withholding/tax-payment is recorded under code F.

Key Details

  • Transaction dates: PSUs vested/converted on 2026-01-31; tax withholding/disposal recorded 2026-02-02. Form filed 2026-02-03.
  • Shares involved: 126,563 PSUs vested → 126,563 shares issued on conversion; 59,690 shares withheld/sold for taxes; net newly retained shares from this vesting = 66,873 (126,563 − 59,690).
  • Price / value: Withheld/sold shares priced at $47.67 for total proceeds of $2,845,422. Conversion/exercise price for the PSUs is N/A.
  • Footnotes: F1–F3 explain these were performance-based stock units earned for the 3-year performance period ending FY2025, and each PSU can convert into up to 200% of one share depending on performance; vesting/conversion occurred on Jan 31, 2026.
  • Filing timeliness: Form 4 was filed on Feb 3, 2026, reporting the Jan 31 and Feb 2 transactions. (The filing does not indicate any additional late-report designation.)
  • Shares owned after transaction: Not specified in the Form 4; net shares retained from this vesting were 66,873.

Context

  • This activity reflects compensation vesting (PSUs) tied to multi-year performance metrics, not an open-market investment decision. The disposal recorded is a routine tax-withholding/sale to satisfy tax obligations rather than a discretionary sell for cash management.
  • PSUs differ from options: PSUs convert to shares based on performance rather than requiring an exercise payment, which is why the conversion price is listed as N/A.

Insider Transaction Report

Form 4
Period: 2026-01-31
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-01-31+126,563373,955 total
  • Tax Payment

    Common Stock

    2026-02-02$47.67/sh59,690$2,845,422314,265 total
  • Exercise/Conversion

    Performance Stock Units

    [F2][F1][F3]
    2026-01-31126,5630 total
    Common Stock (126,563 underlying)
Footnotes (3)
  • [F1]Performance-based stock units ("PSUs") for 126,563 shares of Intel common stock were earned on January 31, 2026, based on the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, for the three-year performance period beginning fiscal year 2023 and ending on the last day of fiscal year 2025.
  • [F2]Each performance-based stock unit (PSU) represents the right to receive, following vesting, up to 200% of one share of Intel common stock. The number of shares of Intel common stock acquired upon vesting of the PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning with the first day of the fiscal year of the grant date and ending on the last day of the fiscal year of the second anniversary of the grant date.
  • [F3]Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock on January 31, 2026, unless that date falls on a non-business date, in which case the next business date shall apply.
Signature
/s/ Julie Kwok, attorney-in-fact|2026-02-03

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT