Palakshappa Suraj A 4

What Happened

• Suraj A. Palakshappa, Senior Vice President of Oxford Industries (OXM), had 2,000 restricted stock units (RSUs) vest on May 29, 2026 and those RSUs converted into 2,000 shares. To satisfy tax withholding on the vesting, 851 of those shares were withheld (disposed) at an indicated value of $44.62 per share (total withheld value $37,972). Separately, on March 31, 2026 he acquired 347 shares through the company’s Employee Stock Purchase Plan at $32.73 per share (total cost $11,359). Net from the RSU vesting: 1,149 shares retained (2,000 vested − 851 withheld), plus the 347 ESPP shares = 1,496 net new shares.

Key Details

• Transaction dates: March 31, 2026 (ESPP purchase — 347 shares @ $32.73); May 29, 2026 (RSU vest/convert — 2,000 shares; 851 shares withheld for taxes @ $44.62).
• Dollar amounts shown: ESPP purchase $11,359; tax withholding disposal $37,972.
• Shares owned after the transaction: not disclosed in the provided filing.
• Footnotes of note:
  • F1: ESPP purchase at a 15% discount on the closing price.
  • F2–F5: RSUs were granted under the long-term incentive plan and vested on May 29, 2026; F3 notes shares were withheld to satisfy tax withholding.
• Filing: Form 4 filed June 2, 2026 reporting transactions dated May 29, 2026 — filing is timely (reported within the SEC’s two business‑day window).

Context

• The RSU conversion is a non‑cash event (no exercise price); withholding of shares to cover taxes is routine and is reported as a disposition for tax purposes, not an open‑market sale for cash. The ESPP purchase is a cash purchase at a discount (a straightforward employee purchase, generally viewed more informative than routine withholding). These actions are administrative (vesting and tax withholding) rather than an intentional open‑market sale for proceeds.