MAZELSKY JONATHAN JAY 4

What Happened

• Jonathan J. Mazelsky, President & CEO of IDEXX Laboratories (IDXX), converted/received vested derivative awards and had 915 shares sold to satisfy tax withholding. On Feb 14, 2026 he converted/converted two derivative awards (958 and 1,099 shares; total 2,057 shares) and 915 of the resulting shares were disposed (sold) at $629.35 per share for $575,855 to cover tax liabilities. On Feb 12, 2026 he was granted 13,407 restricted stock units (RSUs) that will be deferred under IDEXX’s Deferred Compensation Plan and vest in three annual installments beginning Feb 14, 2027.

Key Details

• Transaction dates: RSU grant 2026-02-12; conversions and tax-withholding sale 2026-02-14. Filing date: 2026-02-17.
• Prices/values: Tax-withholding sale of 915 shares at $629.35 = $575,855 (F2 = Feb 13, 2026 closing price). Conversions of derivatives recorded at $0 (typical for RSU/derivative conversions).
• Grant specifics: 13,407 RSUs deferred and vest in three annual installments beginning 2/14/2027 (F3). Other referenced RSUs vested in installments beginning 2023 and 2024 (F4, F5).
• ESPP note: Filing notes 1,943.302 shares held in the company ESPP (includes 21 shares purchased in late 2025) (F1).
• Shares owned after transactions: Not specified in the filing.
• Timeliness: Form 4 filed Feb 17, 2026; the filing does not indicate it was late.

Context

• This was mostly a conversion/settlement of vested derivative awards and a routine sell-to-cover tax withholding. Converting RSUs (recorded as derivative exercise/conversion) and selling a portion to cover taxes is common and not necessarily a signal about the CEO’s view on the stock. Purchases tend to be more informative than routine tax-withholding sales.