Gray James D 4

What Happened
James D. Gray, Executive Vice President and Chief Financial Officer of Ingredion Inc. (INGR), had 1,603 shares disposed at $118.31 per share on February 17, 2026, for a total of $189,651. This disposition was reported as tax withholding (transaction code F) to satisfy the tax liability arising when restricted stock units (RSUs) vested, not as an open-market sale.

Key Details

• Transaction date: 2026-02-17; reported on Form 4 filed 2026-02-19 (timely filing).
• Price and value: 1,603 shares × $118.31 = $189,651.
• Transaction code: F (shares withheld to pay applicable taxes).
• Footnote (F1): Withholding relates to vesting of 3,527 RSUs granted Feb 15, 2023 plus 293.613 RSUs acquired via deemed dividend reinvestment (total underlying vested RSUs referenced in the footnote).
• Shares owned after transaction: not specified in the provided filing excerpt.

Context
This was a routine tax-withholding event triggered by RSU vesting and does not necessarily indicate the insider's view of the company. For retail investors, purchases or open-market sales are typically more informative about insider sentiment than share withholding to cover taxes.