Desroches Pascal 4/A

What Happened

• Pascal Desroches, Senior Executive Vice President and CFO of AT&T, reported dispositions related to the distribution of performance shares on Jan 29, 2026. He had 137,233.863 shares withheld to cover taxes/payments at $25.13 (value $3,448,687) and 139,601.137 shares disposed to the issuer at $25.13 (value $3,508,177), for a combined value of $6,956,864. A separate transfer of 71,915 shares (price N/A) reflects a movement from indirect (benefit plan) to direct ownership following the distribution.

Key Details

• Transaction date: 2026-01-29; price for cash-related dispositions: $25.13 per share.
• Shares disposed: 137,233.863 (tax withholding) + 139,601.137 (to issuer) = 276,835.000 shares; combined value ≈ $6,956,864.
• Additional movement: 71,915 shares transferred from indirect plan ownership to direct ownership (no sale proceeds reported).
• Footnotes: filings were revised to reflect re-calculation of shares needed to satisfy federal taxes, with distributions split between cash and issuer shares. Each performance share equals one common share.
• Filing status: This is an amended Form 4 filed Feb 19, 2026 for a Jan 29, 2026 transaction (the Form 4 was filed well after the transaction date).

Context

• These transactions appear to be routine tax withholding and distribution actions tied to performance-share payouts (not open-market sales). Shares withheld or surrendered to the issuer to satisfy taxes are common when awards vest and generally do not signal the same intent as voluntary market sales.
• The transfer of 71,915 shares from a benefit plan to direct ownership simply reflects distribution of vested performance shares to the insider.