Hooper Joan S 4

What Happened Joan S. Hooper, Senior Vice President and Chief Financial Officer of Itron, received two equity awards on February 18, 2026: a 16,066‑share time‑based restricted stock unit (RSU) grant and a 35,977‑share performance‑based RSU award. Both awards were reported at $0.00 per share (awarded, not purchased), for a combined total of 52,043 shares. Part of the time‑based award vested immediately on grant.

Key Details

• Transaction date: 2026-02-18; Form 4 filed: 2026-02-20 (filed two days after the transaction).
• Awards: 16,066 shares (time‑based RSUs) and 35,977 shares (performance RSUs); reported price $0.00.
• Vesting specifics (Footnotes): 8,033 of the 16,066 time‑based RSUs vested immediately; the remaining 8,033 vest one‑third on the first anniversary and the rest in equal quarterly installments over the subsequent 24 months. The 35,977 shares represent performance‑based RSUs earned for the 2023–2025 performance period.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Transaction type: Award/Grant (code A). No sale or open‑market purchase reported.

Context These grants are compensation-related awards rather than purchases or sales. Time‑based RSUs vest over a schedule (with a portion already vested) while the larger grant was earned based on performance metrics for 2023–2025. Such awards are common executive compensation and do not by themselves indicate an insider buying or selling shares on the open market.