Ingredion Inc·4

Feb 11, 7:32 PM ET

Wolfe Nancy 4

4 · Ingredion Inc · Filed Feb 11, 2026

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Ingredion (INGR) SVP Nancy Wolfe Receives Award; Shares Withheld for Taxes

What Happened Nancy Wolfe, Senior Vice President and Chief Human Resources Officer of Ingredion Inc., received 6,355 shares upon vesting of a performance share award (reported as an award/acquisition at $0). To cover tax withholding on the vesting, 1,924 of those shares were surrendered/withheld at an attributed value of $119.29 per share, totaling approximately $229,514. This was not an open-market purchase or a discretionary sale by the insider—it's routine vesting and tax withholding.

Key Details

  • Transaction date: February 9, 2026; Form 4 filed February 11, 2026.
  • Award: 6,355 shares acquired upon vesting (code A) at $0.
  • Tax withholding: 1,924 shares disposed/withheld (code F) at $119.29 each, total ~$229,514.
  • Net shares retained from the vesting: 6,355 − 1,924 = 4,431 shares (based on the reported figures).
  • Footnotes: F1 — shares vested from a performance award granted Feb 15, 2023 with vesting tied to multiple performance criteria; F2 — shares withheld to pay applicable taxes; F3 — includes RSUs acquired via deemed dividend reinvestment (they vest with the underlying RSUs).
  • Filing: Filed Feb 11 for Feb 9 transactions (appears within the normal 2-business-day reporting window).

Context This filing reflects the standard vesting of performance-based equity and the routine withholding of shares to satisfy tax obligations. Such withholding transactions are common and generally do not signal an insider's view on the company's stock direction. No open-market purchase or discretionary sale by the insider was reported in this filing.

Insider Transaction Report

Form 4
Period: 2026-02-09
Wolfe Nancy
SVP and Chief HR Officer
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-09+6,35519,026.739 total
  • Tax Payment

    Common Stock

    [F2][F3]
    2026-02-09$119.29/sh1,924$229,51417,102.739 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