Fernandes Larry 4

What Happened
Larry Fernandes, SVP & Chief Communications & Sustainability Officer at Ingredion (INGR), had 5,220 shares issued to him on Feb 9, 2026 upon vesting of a performance share award. To cover withholding taxes on the vesting, 1,590 of those shares were surrendered (disposed) at an indicated price of $119.29, totaling approximately $189,671. The award shares are reported as acquired at $0.00 because they were granted/vested rather than purchased.

Key Details

• Transaction date: 2026-02-09 (vesting event). Form filed: 2026-02-11 (filed within the typical two-business-day window).
• Award received: 5,220 shares (code A) reported at $0.00.
• Shares withheld for taxes: 1,590 shares (code F) disposed at $119.29 each — proceeds/withholding value ≈ $189,671.
• Footnotes:
  • F1: Shares came from a performance share award granted Feb 15, 2023; vesting included performance criteria beyond stock price.
  • F2: 1,590 shares were withheld to pay applicable taxes on vesting.
  • F3: Filing notes inclusion of RSUs acquired via deemed dividend reinvestment; those RSUs vest on the same schedule as the underlying awards.
• Shares owned after the transaction: not specified in the provided filing details.

Context
This was a vesting of previously granted performance-based shares, not an open-market buy or voluntary sale. The withholding of shares to meet tax obligations is a routine administrative step and does not necessarily signal a change in the insider’s view of the company.