Williams John Edward 4

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.