Ingredion Inc·4

Feb 11, 7:25 PM ET

O'Riordan Michael 4

4 · Ingredion Inc · Filed Feb 11, 2026

Research Summary

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Ingredion SVP Michael O'Riordan Receives Award; Shares Withheld

What Happened
Michael O'Riordan, SVP, T&HS EMEA & Asia-Pacific at Ingredion (INGR), received 1,724 shares upon vesting of a performance share award on Feb 9, 2026. Of those, 811 shares were withheld to satisfy tax withholding at an effective price of $119.29 per share, generating $96,744 in withheld value. The award was a performance-based grant originally granted on Feb 15, 2023.

Key Details

  • Transaction date: 2026-02-09 (reported on Form 4 filed 2026-02-11). Filing appears timely for a vesting-related report.
  • Award: 1,724 shares granted/acquired (code A) — reported acquisition value $0 on form (award vesting).
  • Withholding: 811 shares withheld (code F) at $119.29 each = $96,744 withheld to cover taxes.
  • Shares owned after transaction: not specified in the provided excerpt of the filing.
  • Footnotes:
    • F1: Shares came from a performance share award granted Feb 15, 2023; vesting depended on performance criteria in addition to stock price.
    • F2: The 811 shares were withheld to pay applicable taxes on vesting.
    • F3: (General) Includes RSUs from deemed dividend reinvestment; such RSUs vest when the underlying RSUs vest.

Context
This was a vesting of performance-based restricted shares, not an open-market purchase or a discretionary sale. Withholding shares to cover taxes is a routine administrative action (code F) and does not necessarily indicate a change in the insider’s view of the company. Purchases by insiders tend to be more informative about sentiment; this transaction reflects compensation vesting and tax settlement.

Insider Transaction Report

Form 4
Period: 2026-02-09
O'Riordan Michael
SVP, T&HS EMEA & Asia-Pacific
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-09+1,72411,119.471 total
  • Tax Payment

    Common Stock

    [F2][F3]
    2026-02-09$119.29/sh811$96,74410,308.471 total
Footnotes (3)
  • [F1]Shares acquired upon vesting of performance share award granted February 15, 2023. Vesting of the performance share award was based on criteria in addition to the increase in the market price of Ingredion Incorporated's common stock.
  • [F2]Shares withheld to pay applicable taxes upon the vesting of performance share award granted February 15, 2023.
  • [F3]Includes restricted stock units ("RSUs") acquired through deemed dividend reinvestment. RSUs acquired through deemed dividend reinvestment vest on the dates when the RSUs with respect to which they are deemed dividends vest.
Signature
Michael N. Levy, attorney-in-fact|2026-02-11

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT