Gillespie Edward W 4

4 · AT&T INC. · Filed Feb 2, 2026

AI-generated summary of this filing

Updated Feb 2, 2026

AT&T SEVP Edward Gillespie Receives 158,100 Performance Shares

What Happened

Edward W. Gillespie, Senior Executive Vice President — External & Legislative Affairs at AT&T (T), received a distribution of 158,100 performance shares on 2026-01-29. Each performance share is equivalent to one share of common stock.
To satisfy mandatory tax withholding on the distribution, 69,666.889 shares were disposed at $25.13 for proceeds of $1,750,729 (footnote: tax withholding/sale). An additional 58,366.111 shares were disposed to the issuer at $25.13 for $1,466,740 (also withholding). A transfer of 30,067 shares moved from indirect (benefit plan) ownership to direct ownership as part of the distribution. Separately, 34,819 restricted stock units (RSUs) were reported as acquired (derivative award) and will convert to common shares under the 2018 Incentive Plan schedule (see footnote).

Key Details

Transaction date: 2026-01-29; Form filed 2026-02-02 reporting that activity.
Grants/Acquisitions: 158,100 performance shares (primary distribution); 34,819 RSUs (derivative award, $0.00 price; vesting schedule in footnote F8).
Dispositions for withholding: 69,666.889 shares disposed @ $25.13 for $1,750,729 (tax withholding/sale); 58,366.111 shares disposed @ $25.13 for $1,466,740 (to issuer); 30,067 shares transferred from plan to direct ownership (no cash).
Notable footnotes: F1–F4 explain these are performance-share distributions with mandatory tax withholding and some portion paid in cash; F5/F7 note the transfer of 30,067 shares from benefit plan to direct ownership; F8 describes the RSU vesting schedule.
Shares owned after transaction: not specified in the provided filing details.

Context

This was a distribution of performance shares with mandatory tax withholding (i.e., shares were withheld/sold to cover taxes), not a market purchase. Such withholding transactions are routine following equity awards and do not by themselves signal a change in insider sentiment.
The RSUs reported are derivative awards that will convert to common stock per the plan’s vesting schedule; vesting (but not distribution) may be accelerated upon retirement eligibility per the footnote.

Form 4

Period: 2026-01-29

SEVP-Ext & Legislative Affairs

Transactions

Award
Common Stock
[F1][F2]
2026-01-29+158,100→ 158,100 total(indirect: By Benefit Plan)
Tax Payment
Common Stock
[F3]
2026-01-29$25.13/sh−69,666.889$1,750,729→ 88,433.111 total(indirect: By Benefit Plan)
Disposition to Issuer
Common Stock
[F4]
2026-01-29$25.13/sh−58,366.111$1,466,740→ 30,067 total(indirect: By Benefit Plan)
Disposition to Issuer
Common Stock
[F5][F2]
2026-01-29−30,067→ 0 total(indirect: By Benefit Plan)
Award
Restricted Stock Units (2026)
[F8]
2026-01-29+34,819→ 34,819 total
→ Common Stock (34,819 underlying)

Holdings

Footnotes (8)

[F1]Total performance shares distributed.
[F2]Each performance share is equivalent in value to a share of common stock.
[F3]Mandatory tax withholding on distribution of performance shares.
[F4]Represents portion of the performance shares distributed in cash, after taxes.
[F5]Revised to reflect transfer of 30,067 shares owned indirectly by benefit plan to direct ownership due to distribution of performance shares.
[F6]Based on a 401(k) plan statement dated 11/30/2025.
[F7]Reflects transfer of 30,067 shares owned indirectly by benefit plan to direct ownership due to distribution of performance shares.
[F8]Restricted stock units acquired pursuant to the 2018 Incentive Plan. Each unit will convert into one share of issuer's common stock. One-third of the units vests and distributes on each of 2/15/2027, 2/15/2028, and 2/15/2029. Vesting (but not distribution) is accelerated on retirement eligibility.

Signature

/s/ Johnell C. Holland, Attorney-in-fact|2026-02-02

1 file