Wadhwani David 4

What Happened

• David Wadhwani, President, Creative & Productivity (C&P) at Adobe, had derivative awards convert into 24,213 shares on Jan 24, 2026 (606 + 23,607 shares; exercise/conversion price $0.00). To cover tax withholding, he surrendered 11,791 of those shares (209 + 11,582) at $301.07 per share, representing $3,549,917 in value. On Jan 26, 2026 he was also granted 18,086 derivative shares (reported as $0 value).

Key Details

• Transaction dates and prices:
  • 2026-01-24: Conversion/exercise of derivative securities — 606 and 23,607 shares at $0.00 (acquired).
  • 2026-01-24: Shares surrendered to pay taxes — 209 shares @ $301.07 = $62,924; 11,582 shares @ $301.07 = $3,486,993. Total withheld = $3,549,917.
  • 2026-01-26: Grant/award of 18,086 derivative shares (reported value $0.00).
• Shares owned after the transactions: not specified in the filing. The filing notes most shares are held in the 2006 Wadhwani Family Trust (reporting person is trustee) with 92 shares held in separate family trusts (see footnote F2).
• Notable footnotes:
  • F1: Shares surrendered were to pay tax liability due at vesting (i.e., withholding).
  • F4: The larger vested awards represent shares earned under the 2023 Performance Share Program that vested in full on the three-year anniversary of the Jan 24, 2023 vesting commencement date.
  • F3/F5: Other vesting schedules referenced for award timing.
• Filing: Reported on Jan 27, 2026 for transactions on Jan 24–26, 2026 — the filing does not indicate a late filing.

Context

• The conversion entries (code M) at $0.00 indicate the vesting/conversion of restricted/ performance share awards (not a cash option purchase). The surrender of shares (code F) was done to satisfy tax withholding obligations — a routine administrative step, not an open-market sale. The Jan 26 grant (code A) is a new award subject to quarterly vesting per the footnote.