Geraghty Michael C 4
4 · SENSIENT TECHNOLOGIES CORP · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
Sensient (SXT) President Michael Geraghty Receives Shares via PSU Vest
What Happened
- Michael C. Geraghty, President of Sensient Technologies Corp. (Color Group), had 4,924 performance stock units vest and convert to common shares on Feb 12, 2026. The vesting was at 85.4% of target per plan rules.
- Of the 4,924 shares delivered, 2,462 shares were withheld to cover tax withholding at $97.93 per share, a cash value of $241,104. Net shares received by Geraghty after withholding: 2,462.
- This was an award/vesting event (not an open-market purchase); there was no exercise price paid ($0 exercise price reported for the conversion).
Key Details
- Transaction date: 2026-02-12; Form 4 filed: 2026-02-13 (timely).
- Vesting/conversion: 4,924 shares (reported as derivative exercise/conversion, code M).
- Tax withholding/disposition: 2,462 shares withheld (code F) at $97.93/share = $241,104.
- Net shares delivered to insider: 2,462 shares.
- Footnotes: Vesting represents PSUs paid at 85.4% of target (F1, F6); each PSU converts to one share (F5); shares withheld for tax (F2). Holdings in the Issuer’s Supplemental Benefit Plan and ESOP referenced in footnotes (F3, F4) — total post-transaction holdings are not specified in this summary; see the Form 4 for full beneficial ownership.
- Transaction codes: M = exercise/conversion of derivative (PSU conversion); F = shares withheld for tax. Filing appears timely (no late filing noted).
Context
- This was a performance-based award payout (PSUs), not a market purchase or traditional option exercise requiring cash. The withholding of shares to cover taxes is a routine, administrative disposition and does not necessarily indicate a change in insider sentiment.
- The PSU payout level (85.4%) reflects achievement of specified performance criteria based on adjusted EBITDA growth and adjusted return on invested capital over the applicable performance period.
Insider Transaction Report
Form 4
Geraghty Michael C
President, Color Group
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-02-12+4,924→ 47,682.541 total - Tax Payment
Common Stock
[F2]2026-02-12$97.93/sh−2,462$241,104→ 45,220.541 total - Exercise/Conversion
Performance Stock Unit
[F5][F1][F6]2026-02-12−4,924→ 0 total→ Common Stock (4,924 underlying)
Holdings
- 414.308(indirect: Supplemental Benefit Plan)
Common Stock
[F3] - 713.47(indirect: ESOP)
Common Stock
[F4] - 5,126
Performance Stock Unit
[F5][F7]→ Common Stock (5,126 underlying) - 6,055
Performance Stock Unit
[F5][F8]→ Common Stock (6,055 underlying) - 7,205
Performance Stock Unit
[F5][F9]→ Common Stock (7,205 underlying)
Footnotes (9)
- [F1]Represents vesting of performance stock units at 85.4% of the target award amount and conversion to shares of Issuer's Common Stock.
- [F2]Shares were withheld to cover tax withholding in connection with the vesting of performance stock units.
- [F3]Represents shares held in Issuer's Supplemental Benefit Plan as of the end of the month immediately preceding this filing.
- [F4]Represents shares held in Issuer's ESOP as of the end of the month immediately preceding this filing.
- [F5]Each performance stock unit represents a contingent right to receive one share of Issuer's Common Stock.
- [F6]Performance stock units vested at 85.4% of the target award amount upon the Issuer's achievement of certain performance criteria based on adjusted EBITDA growth and adjusted return on invested capital during a three-year performance period.
- [F7]The award is eligible to vest following a three-year performance period (from January 1, 2026 through December 31, 2028) based on applicable performance criteria related to revenue and return on invested capital and other terms and conditions. The number of shares reflected is at the target award amount, but the actual number of shares earned will depend on performance and may be more or less than such amount.
- [F8]Represents grant of performance stock units under Issuer's 2017 Stock Plan, as amended and restated. The award is eligible to vest following a three-year performance period (from January 1, 2025 through December 31, 2027) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBITDA growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 200% of the target award amount.
- [F9]Represents grant of performance stock units under Issuer's 2017 Stock Plan, as amended and restated. The award is eligible to vest following a three-year performance period (from January 1, 2024 through December 31, 2026) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBITDA growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 200% of the target award amount.
Signature
/s/ John J. Manning, Attorney-in-Fact for Mr. Geraghty|2026-02-13