Emerson Andrew 4

What Happened

• Andrew Emerson, EVP, Chief Financial Officer and Treasurer of IDEXX Laboratories (IDXX), had a series of equity compensation transactions in mid-February 2026. He was granted RSUs and also exercised/converted a number of derivative awards. To satisfy tax withholding related to these transactions, 123 shares were disposed of for proceeds of $77,410 (123 shares × $629.35/share).

Key Details

• Main activity:
  • Feb 12, 2026: Grants — RSU awards totaling 5,445 RSUs (4,270 + 162 + 729 + 284) reported as derivative acquisitions (code A).
  • Feb 14, 2026: Exercise/conversion of derivatives totaling 456 shares (61 + 94 + 42 + 194 + 65) reported as acquired (code M) with corresponding disposition/plan transfers on the same dates.
  • Feb 14, 2026: Tax withholding sale (code F) — 123 shares sold at $629.35/share for $77,410 to cover tax liabilities.
• Transaction codes: A = award/grant; M = exercise/conversion of derivative; F = payment of exercise price or tax withholding.
• Footnotes of note:
  • Some RSUs were deferred under the company’s Deferred Compensation Plan and have varied vesting schedules (see footnotes F2, F10–F13).
  • F1 notes 18.666 shares bought under the ESPP in 2025 (minor additional holdings).
• Shares owned after the transactions: not specified in the information provided.
• Filing: Report filed Feb 17, 2026 covering transactions in mid-February; filing appears to be a routine Form 4 disclosure.

Context

• These were compensation-related transactions (grants and derivative exercises), not open-market purchases — such activity is generally routine and part of executive pay programs rather than a direct market endorsement.
• The sale of 123 shares was a tax-withholding/cashless-type disposition to satisfy tax obligations arising from the vesting/conversion—common in RSU/option settlements and not necessarily a signal of a personal decision to reduce holdings for other reasons.
• RSU grants include various vesting schedules (annual installments across coming years); some RSUs were deferred into the company’s Deferred Compensation Plan and will be payable per the plan terms.