Gupta Sunil 4

What Happened

• Sunil Gupta, Vice President of Operations at Power Integrations (POWI), had 3,840 Performance Stock Units (PSUs) vest on Feb 6, 2026. The PSU award vested because the company met the applicable 2025 performance conditions (footnote F1).
• Following the vesting, 2,673 shares were sold in open-market transactions: 1,401 shares on Feb 9, 2026 at $46.57 ($65,244) and 1,272 shares on Feb 10, 2026 at $45.97 ($58,474), for combined proceeds of about $123,718. Per the filing (footnotes F2 and F3), these sales were automatic to cover tax withholding obligations associated with the vesting of equity awards.

Key Details

• Transactions and prices:
  • 2026-02-06: 3,840 PSUs vested (award; $0 reported per share for grant) — footnote F1.
  • 2026-02-09: Sold 1,401 shares @ $46.57 — proceeds $65,244 — automatic tax-withholding sale (F2).
  • 2026-02-10: Sold 1,272 shares @ $45.97 — proceeds $58,474 — automatic tax-withholding sale (F3).
• Total shares sold: 2,673; total proceeds ≈ $123,718.
• Shares owned after the transactions: not specified in the provided Form 4 details.
• Filing: Form 4 filed 2026-02-10 (appears timely based on transaction dates).
• Footnotes: F1 = PSU vesting due to met performance conditions; F2/F3 = automatic sales to cover tax liabilities (not discretionary sales).

Context

• These transactions reflect equity vesting and routine tax-withholding sales rather than voluntary insider purchases or opportunistic sales. PSUs vest based on company performance metrics; the automatic share sales are standard practice to satisfy withholding obligations and do not necessarily indicate the insider’s view on the stock.