Powell Dina H. 4

What Happened
Dina H. Powell, President and Vice Chairman of Meta Platforms, had 2,024 Restricted Stock Units (RSUs) convert to Class A shares on Feb 15, 2026. Of those, 921 shares were withheld to satisfy tax withholding obligations at $639.77 per share (total withheld value $589,228). The net settlement delivered 1,103 shares to Powell — those shares were worth roughly $705,666 at the $639.77 price. The withholding is not an open‑market sale; it’s a tax remittance by the issuer.

Key Details

• Transaction date: 2026-02-15 (filed on Form 4: 2026-02-18). Filing appears timely given the Feb 16 federal holiday.
• Reported entries:
  • Conversion of derivative (RSU vesting): 2,024 RSUs -> 2,024 shares (acquired at $0.00).
  • Tax withholding (F): 921 shares withheld at $639.77 → $589,228 (disposed for tax remittance).
  • Net shares delivered to insider: 1,103 shares (approx. $705,666 at $639.77).
• Shares owned after the transaction: Not specified in this filing.
• Footnotes:
  • F1: Withheld shares represent issuer withholding for income taxes and are not a sale.
  • F2: Each RSU equals one share upon settlement.
  • F3: These RSUs vest quarterly as to 1/16th starting Feb 15, 2026, subject to continued service.

Context
This was an RSU settlement (derivative conversion) with net share settlement to cover taxes — a common, routine insider event that doesn’t necessarily signal a bullish or bearish view. For retail investors, note that the taxable withholding reduces the number of shares delivered; withheld shares are remitted by the issuer and are not an open‑market transaction.