Kelly Michelle M 4

What Happened Kelly Michelle M (CEO, Lilly Pulitzer) had restricted stock units vest and convert into shares on May 29, 2026. A total of 1,920 RSUs converted into 1,920 shares; 816 of those shares were withheld by Oxford to satisfy tax withholding obligations (disposal) at $44.62 per share, totaling $36,410. Separately, on March 31, 2026 she acquired 183 shares through the company’s Employee Stock Purchase Plan at $32.73 per share, costing $5,990. The vesting/withholding transactions are routine tax-related actions rather than open-market sales.

Key Details

• Transaction dates: March 31, 2026 (ESPP purchase); May 29, 2026 (RSU vest/conversion and tax withholding).
• Transactions and amounts:
  • 183 shares acquired via ESPP at $32.73 each = $5,990 (F1).
  • 1,920 RSUs converted to 1,920 shares (no cash price shown) on vesting (F2, F4, F5).
  • 816 shares withheld to pay taxes at $44.62 each = $36,410 (F3, reported as a disposition).
• Net shares received from the RSU vesting: 1,920 − 816 = 1,104 shares retained by the insider.
• Shares owned after transaction: not disclosed in this filing.
• Filing timeliness: Form filed June 2, 2026 for a May 29, 2026 transaction (filed within the typical 2-business-day window).
• Footnotes of note:
  • F1: ESPP purchase at a 15% discount to market.
  • F2/F4/F5: RSUs granted under the Long-Term Stock Incentive Plan and vested on May 29, 2026.
  • F3: Shares withheld to satisfy tax withholding on vesting.

Context This filing reflects routine equity compensation activity: an ESPP purchase (a direct employee purchase at a discount, often viewed as a modest bullish sign) and RSU vesting with shares withheld to cover taxes (a standard administrative disposition, not an open-market sale). The conversion of RSUs into shares is recorded as an exercise/conversion of a derivative; the withholding is recorded as a disposal to satisfy tax obligations. No open-market sale by the insider was reported in this filing.