Schwartz Jeffery D 4

What Happened

• Jeffery D. Schwartz, Vice President and General Counsel of McCormick & Co. (MKC), had 4,126 restricted stock units (RSUs convert/vest) on Feb 15, 2026. To satisfy tax withholding obligations, a total of 8,193 shares were surrendered at $71.61 per share (two withholdings of 6,917 and 1,276 shares) for proceeds of $495,326 and $91,374, respectively — $586,700 in aggregate.
• This was an RSU conversion/vesting event with shares withheld for taxes (routine), not an open-market buy.

Key Details

• Transaction date: February 15, 2026; Form 4 filed Feb 18, 2026 (reports the Feb 15 transactions).
• Converted/acquired: 4,126 shares via exercise/conversion of a derivative (RSUs). No purchase price required for RSUs.
• Withheld/disposed for taxes: 6,917 shares @ $71.61 = $495,326 and 1,276 shares @ $71.61 = $91,374 (total $586,700).
• Shares owned after the transaction: not disclosed in the provided excerpt of the filing.
• Footnotes: the RSUs were granted Feb 7, 2025 and vest in thirds beginning Feb 15, 2026 (then Feb 15, 2027 and Feb 15, 2028). One withholding (6,917 shares) was for taxes on shares previously reported on 1/21/2026.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = payment of exercise price or tax liability (share withholding).

Context

• This appears to be a routine vesting and tax-withholding event (common for RSU grants). Withholding shares to cover taxes is effectively a cashless settlement — it does not necessarily indicate a deliberate market sale for investment reasons.
• No indication here of a 10% owner transaction or a 10b5-1 plan. All details above are factual as disclosed in the Form 4; motivations are not stated.