Williams John Edward 4
4 · MKS INC · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
MKS Inc (MKSI) EVP John Williams Exercises Options; RSUs Vest
What Happened
- John Edward Williams, EVP & GM, PSD of MKS Inc., executed a series of derivative exercises/conversions on Feb 17, 2026 and received a grant of RSUs. The exercises/conversions involved 300.39, 841, 990.72 and 1,106 share-equivalents (totaling 3,238.11). He was also granted 1,473.72 RSUs (derivative award).
- As part of the vesting/exercise-related tax settlement, 1,195.485 shares were withheld by MKS Inc. to satisfy tax withholding obligations at a reported withholding price of $260.74 per share, totaling $311,711. The filing shows the withholding was done by the company and not a discretionary open-market sale.
Key Details
- Transaction date: February 17, 2026; Form filed February 18, 2026 (timely).
- Transaction types/codes: M = exercise/conversion of derivative awards; A = grant/award; F = payment of exercise price/tax liability (share withholding).
- Withheld shares: 1,195.485 shares @ $260.74 = $311,711 (tax withholding; not an open-market sale).
- Other exercised/converted amounts: 300.39, 841, 990.72, 1,106 (total 3,238.11); grant: 1,473.72 RSUs (derivative).
- Shares owned after the transactions: not specified in the provided filing summary.
- Footnotes: RSUs represent contingent rights to one share each; several RSU grants are subject to time-based vesting in three equal annual installments (commencing Feb 15, 2025, Feb 15, 2026, or Feb 15, 2027 depending on the grant) and some were subject to performance criteria with achievement determined on specified dates. The withheld shares were used solely to satisfy tax obligations (company withholding).
Context
- These transactions are largely administrative: exercises/conversions and the company withholding shares to meet tax obligations (a common, nondiscretionary step). That withholding is often referred to as a "cashless" or share-withholding settlement for taxes.
- The filing does not indicate an open-market sale intended to monetize a position; withheld shares were retained by the company for taxes. This type of transaction typically reflects compensation vesting and tax settlement rather than a directional bet on the stock.
Insider Transaction Report
Form 4
MKS INCMKSI
Williams John Edward
EVP & GM, PSD
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-02-17+300.39→ 3,940.489 total - Exercise/Conversion
Common Stock
[F1]2026-02-17+841→ 4,781.489 total - Exercise/Conversion
Common Stock
[F1]2026-02-17+990.72→ 5,772.209 total - Exercise/Conversion
Common Stock
[F1]2026-02-17+1,106→ 6,878.209 total - Tax Payment
Common Stock
[F2]2026-02-17$260.74/sh−1,195.485$311,711→ 5,682.724 total - Award
Restricted Stock Unit
[F1][F3]2026-02-17+1,473.72→ 11,790.827 total→ Common Stock (1,473.72 underlying) - Exercise/Conversion
Restricted Stock Unit
[F1][F4]2026-02-17−300.39→ 11,490.437 total→ Common Stock (300.39 underlying) - Exercise/Conversion
Restricted Stock Unit
[F1][F5]2026-02-17−841→ 10,649.437 total→ Common Stock (841 underlying) - Exercise/Conversion
Restricted Stock Unit
[F1][F6]2026-02-17−990.72→ 9,658.717 total→ Common Stock (990.72 underlying) - Exercise/Conversion
Restricted Stock Unit
[F1][F7]2026-02-17−1,106→ 8,552.717 total→ Common Stock (1,106 underlying)
Footnotes (7)
- [F1]Each restricted stock unit (RSU) represents the contingent right to receive one share of common stock of MKS Inc.
- [F2]These shares were withheld by MKS Inc. to satisfy the tax withholding obligations triggered by the vesting of RSUs and do not represent a discretionary trade by the reporting person.
- [F3]These RSUs vest in three equal annual installments commencing on February 15, 2027, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
- [F4]These RSUs were subject to performance criteria, the achievement of which was determined on February 10, 2025, and thereafter vest in three equal annual installments beginning on February 15, 2025, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
- [F5]These RSUs vest in three equal annual installments commencing on February 15, 2025, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
- [F6]These RSUs were subject to performance criteria, the achievement of which was determined on February 8, 2026, and thereafter vest in three equal annual installments beginning on February 15, 2026, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
- [F7]These RSUs vest in three equal annual installments commencing on February 15, 2026, provided that if, in any vesting year, February 15th is not a business day, such vesting shall occur on the next business day.
Signature
/s/ M. Kathryn Rickards, attorney-in-fact|2026-02-18