Schroeder Mark S 4

4 · LABCORP HOLDINGS INC. · Filed Feb 10, 2026

AI-generated summary of this filing

Updated Feb 10, 2026

Labcorp (LH) EVP Mark Schroeder Exercises RSUs; Shares Withheld

What Happened

Mark S. Schroeder, EVP, President Diagnostics & COO of Labcorp (LH), had restricted stock units (RSUs) convert to common shares in early February 2026. A total of 1,424 RSUs were converted into shares (743 on Feb 6, 517 on Feb 7, and 164 on Feb 7).
To satisfy tax-withholding obligations, 458 of the resulting shares were withheld (239 shares on Feb 6 at $277.20 each; 166 and 53 shares on Feb 9 at $274.01 each), totaling $126,260 in withheld value. The filing was made Feb 10, 2026.

Key Details

Transaction dates and counts:
- Feb 6, 2026: 743 RSUs converted; 239 shares withheld for taxes at $277.20 (value $66,251).
- Feb 7, 2026: 517 + 164 RSUs converted (total 681) with no immediate cash sale recorded.
- Feb 9, 2026: 166 and 53 shares withheld for taxes at $274.01 (values $45,486 and $14,523).
Total converted: 1,424 RSUs → 1,424 shares; total shares withheld for taxes: 458; total withholding value: $126,260.
Shares owned after the transactions: not specified in the filing.
Footnotes: F1–F5 confirm these were RSUs (each converts to one share), withholding was used to satisfy tax obligations, and the grants vested in scheduled installments (some grants began vesting in 2024 or 2025 per footnotes). Exhibit 24 (Power of Attorney) included.
Filing date: Feb 10, 2026 — appears timely relative to the Feb 6–9 transactions.

Context

This was not an open-market purchase or discretionary sale by Schroeder but conversion of RSUs upon vesting with share withholding to cover taxes (a common, routine administrative step). The M transaction codes reflect conversion/exercise of the derivative RSU award; F codes reflect shares withheld for tax liabilities. Such transactions generally indicate compensation vesting rather than a buy/sell signal about company stock.

Form 4

Period: 2026-02-06

EVP, Pres Diagnostics & COO

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-06+743→ 5,703.143 total
Tax Payment
Common Stock
[F2]
2026-02-06$277.20/sh−239$66,251→ 5,464.143 total
Exercise/Conversion
Common Stock
[F1]
2026-02-07+517→ 5,981.143 total
Exercise/Conversion
Common Stock
[F1]
2026-02-07+164→ 6,145.143 total
Tax Payment
Common Stock
[F2]
2026-02-09$274.01/sh−166$45,486→ 5,979.143 total
Tax Payment
Common Stock
[F2]
2026-02-09$274.01/sh−53$14,523→ 5,926.143 total
Exercise/Conversion
Restricted Stock Unit
[F1][F3][F4]
2026-02-06−743→ 3,845 total
→ Common Stock (743 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F5][F4]
2026-02-07−517→ 3,328 total
→ Common Stock (517 underlying)
Exercise/Conversion
Restricted Stock Unit
[F1][F5][F4]
2026-02-07−164→ 3,164 total
→ Common Stock (164 underlying)

Footnotes (5)

[F1]Each Restricted Stock Unit represents the contingent right to receive one share of Labcorp Holdings Inc. Common Stock.
[F2]Stock withholding to satisfy tax withholding obligations.
[F3]The Restricted Stock Units that have vested were part of a grant that vests in three equal annual installments beginning on February 6, 2025.
[F4]This number reflects the aggregate number of Restricted Stock Units held by the reporting person.
[F5]The Restricted Stock Units vested in three equal annual installments beginning on February 7, 2024 and are now fully vested.

Signature

/s/ Kathryn W. Kyle, Attorney-in-Fact for Mark S. Schroeder|2026-02-10

2 files