Simons Jennifer Fremont 4

What Happened

Jennifer Fremont Simons, SVP, Chief Legal Officer and Secretary of Oceaneering International (OII), disposed of a total of 16,957 shares in two transactions: 6,673 shares were surrendered/withheld at $37.22 each to cover an exercise price or tax liability (proceeds reported as $248,369) and an additional 10,284 shares were sold in an open-market sale at $38.96 each (proceeds reported as $400,665). Total proceeds from the reported dispositions were about $649,034. These are sales/withholdings (not purchases).

Key Details

• Transaction dates and prices:
  • Feb 24, 2026 — 6,673 shares @ $37.22 (reported as payment of exercise price/tax withholding; code F) — $248,369
  • Feb 25, 2026 — 10,284 shares @ $38.96 (open-market sale; code S) — $400,665
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnote: Transactions were effected under a Rule 10b5-1 trading plan adopted May 1, 2025 (per F1).
• Filing: Form 4 filed Feb 26, 2026 covering trades on Feb 24–25, 2026 (appears timely based on filing date).

Context

• The "F" code (payment of exercise price or tax liability) typically means shares were withheld or surrendered to satisfy taxes or option exercise costs (a common, routine step after option exercises or vesting). The separate "S" transaction is an open-market sale of additional shares.
• Transactions under a 10b5-1 plan are prearranged trades that can help insiders avoid claims of timing trades; they do not by themselves indicate current sentiment. This filing is informational and does not explain the insider's reasons for selling.