Schroeder Mark S 4

What Happened

• Mark S. Schroeder, EVP, President Diagnostics & COO of Laboratory Corporation of America Holdings (Labcorp, ticker: LH), was issued performance-based awards totaling 12,272 shares on March 26, 2026 (two grants). To satisfy tax withholding obligations, 6,068 of those shares were withheld (disposed) at $268.38 per share, generating proceeds/value of $1,628,530. The grants themselves are recorded at $0.00 (award, code A).

Key Details

• Transaction date: March 26, 2026. Filing date: March 30, 2026 (timely, within required Form 4 window).
• Awards: 9,304 shares (granted per award dated Feb 7, 2023) and 2,968 shares (granted per award dated May 5, 2023) — total 12,272 shares acquired (code A, price $0.00).
• Withholding (tax): 4,600 shares and 1,468 shares withheld/disposed at $268.38 each (code F) for a combined value of $1,628,530 to cover tax obligations.
• Net shares delivered to insider after withholding: 6,204 shares (12,272 granted − 6,068 withheld).
• Footnotes: F1/F3 confirm these were performance awards covering the three-year performance period ended Dec 31, 2025; F2 indicates stock withholding to satisfy tax obligations.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Transaction codes: A = award/grant; F = tax withholding (not an open-market sale).

Context

• These were performance-based restricted stock/unit awards that vested based on a multi-year performance period. The withheld shares represent a withholding (cashless) to cover taxes and are routine administrative actions, not necessarily an indication of a deliberate sale of shares on the open market.
• The filing shows the award entries at $0.00 (typical for granted shares). The $268.38 per-share figure is the value used for the withheld shares, which implies an approximate total award value of ~$3.29M at that per-share price.