ARIZPE ARTHUR A 4

4 · INSPERITY, INC. · Filed Feb 19, 2026

AI-generated summary of this filing

Updated Feb 19, 2026

Insperity President Arthur Arizpe Receives 961 Shares

What Happened

Arthur A. Arizpe, President and COO of Insperity, Inc. (NSP), reported the exercise/conversion of 961 derivative units on 2026-02-17. The filing shows 961 shares acquired at $0.00 per share (and a corresponding derivative disposition entry); these represent the conversion of phantom stock performance units tied to a three‑year LTIP performance cycle. No cash was paid for the shares. The Compensation Committee certified achievement of the final performance conditions for the 2023 awards; the shares will be settled no later than March 15, 2026.

Key Details

Transaction date: 2026-02-17 (Form filed 2026-02-19; appears timely).
Transaction type/code: Exercise/conversion of derivative (code M).
Shares: 961 shares acquired at $0.00 per share (report also shows a corresponding derivative disposition of 961 units at $0.00).
Settlement timing: Shares to be settled by March 15, 2026 (Footnote F1).
Dividend rights: Additional shares relating to dividend-equivalent cash value will be settled in shares based on market value before final settlement (F2).
Ownership: These awards are phantom stock performance units under the 2012 Incentive Plan (F4/F5). Some related shares are held directly by S.C.A. Legacy, Ltd., which is controlled by Arizpe Management, LLC; Mr. Arizpe may be deemed to beneficially own those shares (F3).
Shares owned after transaction: not specified in the provided excerpt.

Context

These were not open-market buys or sales but conversion/settlement of earned long-term incentive (phantom) units after certification of performance goals. Such transactions reflect compensation plan payouts rather than direct insider buying/selling for investment purposes.

Form 4

Period: 2026-02-17

President and COO

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-02-17+961→ 84,058 total
Exercise/Conversion
Phantom Stock Performance Units (Stock Settled)
[F4][F1][F2][F5]
2026-02-17−961→ 3,387 total
→ Common Stock (961 underlying)

Holdings

Footnotes (5)

[F1]On this date, the Compensation Committee certified the achievement of the final performance conditions for these three-year performance period awards granted in 2023. These shares of Insperity, Inc. common stock ("Common Stock") will be settled no later than March 15, 2026.
[F2]The number of shares does not include additional shares related to the cash value of dividend rights that will be settled in shares of Common Stock. The value of these dividend rights will be based on the fair market value of the Common Stock on the trading day immediately preceding the final settlement date following the certification of the final performance conditions.
[F3]These shares are owned directly by S.C.A. Legacy, Ltd., which is controlled by Arizpe Management, LLC. Mr. Arizpe, by virtue of his position as Manager of Arizpe Management, may be deemed to beneficially own these shares.
[F4]Each phantom stock performance unit represents a contingent right to receive one share of Common Stock pursuant to the terms of the Long-Term Incentive Program (the "LTIP") awards issued under the Insperity, Inc. 2012 Incentive Plan based on a three-year performance period award cycle.
[F5]These phantom stock performance units vest at the end of the three-year award cycle period following certification in accordance with the LTIP of the achievement of all performance goals for the performance periods applicable to such award.

Signature

/s/ Christian P. Callens, by Power of Attorney|2026-02-19

1 file