McAtee David R II 4

What Happened

• David R. McAtee II, Senior Executive Vice President and General Counsel of AT&T (T), had 23,379 restricted stock units (RSUs) convert into common shares on February 13, 2026. To satisfy tax withholding, 8,651 of those shares were surrendered/withheld, valued at $28.80 per share for a total withholding of $249,149. The remaining converted shares were delivered to McAtee (the filing shows acquisition via conversion and share withholding for taxes).

Key Details

• Transaction date: February 13, 2026.
• Conversion: 23,379 RSUs converted into shares (reported as derivative exercise/conversion, code M).
• Tax withholding: 8,651 shares withheld/disposed at $28.80/share for $249,149 (code F — mandatory tax withholding).
• Shares owned after transaction: Not specified in the filing (the filing cites a 401(k) statement dated 1/31/2026 in a footnote).
• Relevant footnotes:
  • F1: These are RSUs granted under the 2018 Incentive Plan; one-third of units vest/distribute on each of 2/15/2026, 2/15/2027, and 2/15/2028; vesting (but not distribution) accelerates on retirement eligibility.
  • F2: The 8,651-share entry reflects mandatory tax withholding upon RSU distribution.
  • F3: A 401(k) plan statement dated 1/31/2026 is referenced in the filing.
• Timeliness: The Form 4 was filed on 2026-02-18 for a 2026-02-13 transaction (filed several days after the transaction); Form 4s are generally due within two business days, so this appears to have been filed late.

Context

• This was not an open-market sale: the 8,651 shares were surrendered to AT&T to cover tax obligations on the RSU distribution (a common, routine practice called share withholding or net settlement). Conversions of RSUs into shares are distributions of compensation rather than purchases or investment buys; they do not necessarily indicate a change in the insider's market view.