Schroeder Mark S 4

What Happened

• Mark S. Schroeder, EVP, President Diagnostics & COO of Labcorp Holdings Inc. (LH), had 806 restricted stock units (RSUs) convert to common shares on Feb 11, 2026. Of those, 259 shares were withheld to satisfy tax withholding obligations (value reported: $75,082 at $289.89/share), resulting in a net increase of 547 shares to his holdings.
• The filing shows the RSU conversion/exercise (transaction code M) and the stock withholding for taxes (transaction code F).

Key Details

• Transaction date: February 11, 2026; Form 4 filed February 13, 2026 (appears timely).
• Converted/received: 806 shares from vested RSUs. Withheld for taxes: 259 shares @ $289.89 = $75,082. Net shares added: 547.
• Footnotes: F1 = each RSU converts to one share; F2 = stock withholding to satisfy tax obligations; F3 = these RSUs are from a grant vesting in three equal annual installments beginning Feb 11, 2026; F4 = the filing’s reported aggregate RSU amount is 806.
• Transaction codes: M = exercise/conversion of a derivative (RSU conversion); F = tax withholding (shares disposed/withheld).

Context

• This was not an open-market purchase or sale — it’s routine vesting of an equity award. The withholding of shares to cover taxes is a common, administrative (cashless) action and does not necessarily signal a change in the insider’s view of the company.