Taranto Eric Robert 4

What Happened
Eric Robert Taranto, Executive Vice President & General Manager, Vacuum & Surface Division (VSD) at MKS Inc. (MKSI), converted multiple derivative awards into common stock and received a new RSU grant on February 17, 2026. The filing reports conversion/settlement transactions that together amounted to roughly 6,472.89 shares from several derivative exercises, plus a grant of 1,758.956 RSUs. To satisfy tax withholding obligations, 2,711.768 shares were withheld by MKS at $260.74 per share, generating $707,066. These withholdings are routine tax-related dispositions, not an open-market sale.

Key Details

• Transaction date: February 17, 2026 (Form 4 filed Feb 18, 2026).
• Withholding: 2,711.768 shares withheld at $260.74/share = $707,066 (code F = tax/withholding).
• Conversions/exercises: multiple derivative exercises reported (codes M) totaling ~6,472.89 shares converted; one grant/award of 1,758.956 RSUs (code A).
• Shares owned after transaction: not specified in the provided filing details.
• Footnotes: RSUs represent rights to one share each (F1); withheld shares were retained by the company to satisfy tax obligations (F2). Several RSU awards are subject to multi-year vesting schedules and some were performance-based with performance determination dates noted (see F3–F9).
• Filing timeliness: filed the day after the transactions; not marked late.

Context

• The key cashless element here is tax withholding: the company retained shares to cover tax liabilities upon vesting/exercise, which is common and does not necessarily signal insider selling intent.
• Several reported items are conversions/cancellations of derivative awards (M) rather than open-market sales (S). The award (A) items reflect RSUs subject to vesting and, in some cases, performance conditions.
• This activity is routine insider equity compensation settlement and tax withholding; it should be interpreted differently from a discretionary open-market sale.