Yearout Karalyn 4

What Happened
Karalyn Yearout, EVP & Chief Talent Officer of Williams‑Sonoma (WSM), had restricted stock units (RSUs) vest and convert into 22,149 shares in March 2026. To satisfy tax withholding obligations, 10,430 of those shares were withheld (disposed) at $178.42 per share for a total withholding of $1,860,920. The RSUs carried no exercise price ($0), so Yearout received a net ~11,719 shares (approx. $2.09M at $178.42/share) after the withholdings. The transactions are reported as derivative exercises/conversions (code M) and tax withholding (code F).

Key Details

• Dates: grant-related activity on 2026-03-20; conversions and tax withholding on 2026-03-21 and 2026-03-22; filing dated 2026-03-24.
• Prices/values: exercise/conversion price $0; withholding price used $178.42 per share; total withheld value $1,860,920.
• Shares: 22,149 RSUs converted to shares; 10,430 shares withheld for taxes; net ~11,719 shares delivered to Yearout.
• Footnotes: RSUs represent one share per unit (F2); these awards reflect satisfaction of performance metrics for a March 21, 2023 grant and related service conditions (F3–F6); RSUs are cancelled upon vesting/delivery (F4). Withholding is routine tax-cover (F1).
• Filing timeliness: report filed 2026-03-24 for activity on 3/20–3/22; no late filing flag indicated in the provided data.

Context
This was a vesting of RSUs with a sell‑to‑cover (tax withholding) rather than an open‑market sale. The derivative entries (M) reflect conversion of RSUs into common stock; the disposals coded F are shares withheld to satisfy taxes. Such withholding is standard and not necessarily a signal of insider sentiment about the stock.