BALAKRISHNAN BALU 4

What Happened
Director Balakrishnan Balu received a grant of 12,288 performance stock units (PSUs) that vested after company performance goals were met, and subsequently 11,363 shares were sold to cover taxes. The filing shows a 12,288-share award on Feb 6, 2026 (value $0 reported for award), and two sales: 6,368 shares on Feb 9, 2026 at $46.53 ($296,302) and 4,995 shares on Feb 10, 2026 at $47.20 ($235,752), totaling $532,054 in proceeds. These sales were automatic withholding transactions tied to the vesting of equity awards rather than discretionary open-market trades.

Key Details

• Transactions:
  • 2026-02-06: Award (PSU) granted — 12,288 shares (Footnote F1; performance conditions for 2025 were met)
  • 2026-02-09: Sale — 6,368 shares @ $46.53 = $296,302 (Footnote F2: automatic sale to cover tax liability for PSU)
  • 2026-02-10: Sale — 4,995 shares @ $47.20 = $235,752 (Footnote F3: automatic sale to cover tax liability for Restricted Stock Award)
• Total shares sold: 11,363; total proceeds: $532,054.
• Shares owned after the transactions: not specified in the filing.
• Filing date: 2026-02-10 (filed timely; Form 4 filed within required reporting window).
• Footnotes: F1 = PSU grant and vesting conditions met; F2/F3 = automatic tax-withholding sales.

Context
This was primarily an equity award vesting event with shares sold to satisfy tax withholding obligations. Such automatic sales are common and do not necessarily reflect the insider’s view of the company’s prospects. For retail investors, outright purchases by insiders are generally more indicative of bullish sentiment; these transactions were procedural tax-related sales following award vesting.