Erlinger Joseph M. 4

What Happened
Joseph M. Erlinger, President of McDonald's USA, exercised 2,626 stock options on Feb 10, 2026 at an exercise price of $157.79 per share (total cost $414,357) and concurrently sold those 2,626 shares in an open-market transaction at $325.25 per share for total proceeds of $854,107. The underlying option position was disposed (cancelled) upon exercise.

Key Details

• Transaction date: 2026-02-10 (filed 2026-02-11 — timely filing).
• Exercise: 2,626 shares exercised at $157.79 each = $414,357 (transaction code M).
• Sale: 2,626 shares sold at $325.25 each = $854,107 (transaction code S).
• Derivative disposition: the option position (2,626 shares) was disposed at $0.00 on exercise (standard when options are converted to shares).
• Shares owned after the transaction: not reported in the provided excerpt.
• Footnote: Options were granted Feb 19, 2018 and vested in 25% increments on each anniversary (per footnote).

Context
Because the same number of shares were exercised and immediately sold, this appears to be a cashless exercise/sale: the options were converted to shares and sold the same day. Gross proceeds from the sale were $854,107 and the exercise cost was $414,357 (net proceeds before tax and fees ≈ $439,750). This is a routine insider sale following option vesting; it is factual reporting of the transaction, not a statement of management sentiment.