Smith Gregory Stephen 4

What Happened Gregory S. Smith, President & CEO and a director of Teradyne (TER), had 59,475 performance-based restricted stock units (PRSUs) vest on January 27, 2026 (awarded Jan 27, 2023). The vesting resulted in acquisition of 59,475 shares (reporting value $0). To satisfy tax withholding obligations, 30,610 shares were withheld/disposed on Jan 27 at $238.94 ($7,313,953) and 486 shares were withheld/disposed on Jan 28 at $250.48 ($121,733). Total value of shares withheld/sold to cover taxes was about $7.44 million. These were withholding transactions (code F), not open-market investment buys.

Key Details

• Transaction dates: PRSU vesting and acquisition on 2026-01-27; tax-withholding dispositions on 2026-01-27 and 2026-01-28. Filing date: 2026-01-29.
• Prices & values: 30,610 shares @ $238.94 = $7,313,953; 486 shares @ $250.48 = $121,733; total ≈ $7,435,686.
• Shares acquired: 59,475 PRSUs vested (each equals one share).
• Shares disposed: 31,096 shares withheld to satisfy tax obligations (disposition code F).
• Footnotes: F1 = PRSUs granted Jan 27, 2023 and vested Jan 27, 2026; F2 notes 64.5779 shares from the ESPP (Dec 31, 2025); F3 & F4 confirm shares were withheld to satisfy tax withholding on 1/27 and 1/28.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Timeliness: Form 4 filed 2026-01-29; filing appears within the normal SEC reporting window for these transactions.

Context PRSUs are awards that convert to shares when performance/vesting conditions are met. The reported dispositions here are tax-withholding actions (issuer withholding shares to cover taxes), a common post-vesting administrative step and not the same as an open-market sale signaling a view on the stock. This filing is informational about executive compensation and tax withholding rather than a voluntary trading decision.