Wenger Howard 4

What Happened

• Wenger Howard, President and director of Nextpower (NXT), exercised 124,497 performance-based options on May 20, 2026 (aggregate exercise price $2,614,437) and then disposed of a total of 140,587 shares in transactions on May 20–21, 2026, generating roughly $17.20 million in proceeds.
• The disposals include an open-market sale and multiple other dispositions reported as sales; a portion of the shares sold covered the exercise price and tax withholding obligations associated with the option exercise (cashless component).

Key Details

• Transaction dates: May 20–21, 2026; Form 4 filed May 22, 2026 (timely).
• Options exercised (acquired): 124,497 shares at $21.00 each = $2,614,437.
• Shares sold (disposed): 140,587 shares across multiple trades, total proceeds ≈ $17,198,422 (examples: 16,090 @ $127.32 = $2,048,579; lots on May 21 ranged approx. $119.99–$125.66).
• Notable footnotes: sales were executed pursuant to a 10b5‑1 trading plan adopted Aug 18, 2025 (F1, F3). Weighted-average prices reported; price ranges for the multiple sale lots span roughly $119.46 to $125.66 (see footnotes F4–F9).
• Performance-option details: these were performance-based options that vested as of April 1, 2026 and carry a “Max Benefit Limit” capping realizable gain; as a result, 123,122 Performance Options were forfeited and cancelled without consideration (F2, F10).
• Shares owned after the transactions: not disclosed in the provided excerpt of the filing.

Context

• This was an option exercise followed by share sales (a common pattern when executives exercise options and sell shares to cover costs and taxes). Footnote F3 confirms part of the sales were to satisfy exercise price and tax withholding (cashless or partial cashless exercise).
• The Performance Options contained special restrictions (limited exercise window and a cap on gains) that affected the ultimate outcome — notably, a large portion of the award was forfeited due to the Max Benefit Limit.
• Sales executed under a 10b5‑1 plan are pre-arranged trading programs and are generally considered routine disposition mechanics rather than an ad hoc market-timing signal.

If you want, I can list each sale lot with its exact price range and value, or check the full Form 4 text for the total post-transaction holdings.