Gall Brandon 4

What Happened

• Brandon Gall, Chief Financial Officer of MGP Ingredients (MGPI), had shares withheld to satisfy tax liabilities related to equity awards. Two dispositions were reported: 1,558 shares on 2026-02-14 and 2,438 shares on 2026-02-16, each at $25.74 per share, for proceeds of $40,103 and $62,754 respectively (total 3,996 shares and $102,857).
• These were not open-market sales but shares surrendered/withheld to pay tax or exercise costs (transaction code F), a routine administrative action after equity vesting or option exercise.

Key Details

• Transaction dates & prices:
  • 2026-02-14: 1,558 shares at $25.74 — $40,103 (code F)
  • 2026-02-16: 2,438 shares at $25.74 — $62,754 (code F)
• Total surrendered: 3,996 shares for $102,857.
• Shares/awards reported in footnotes:
  • Footnote F1 (related to the 2/14 entry) reports 26,433 shares of common stock and 28,215 restricted stock units.
  • Footnote F2 (related to the 2/16 entry) reports 30,421 shares of common stock and 21,789 restricted stock units.
• Filing: Form 4 filed 2026-02-18 reporting transactions from 2026-02-14 and 2026-02-16.
• No indication in this filing of an open-market sale, 10b5-1 plan, or gift.

Context

• Code F transactions typically reflect shares withheld by the company to cover tax withholding or option exercise costs (a cashless/cashless-equivalent action), and are routine after vesting or exercises; they do not necessarily signal a change in the executive’s view of the company.
• For investors, purchases are generally more informative than tax-withholding dispositions; treat this as an administrative transaction unless accompanied by additional open-market trades.