Ellingsen Catharine D 4

What Happened

• Catharine D. Ellingsen, EVP and Chief Legal Officer of Republic Services (RSG), had 1,567 Restricted Stock Units (RSUs vest) on 2026-02-17. The RSUs converted to common stock at the closing price of $221.19 on 02/17/2026 (total value ≈ $346,604.73). To satisfy tax withholding, 664 shares were surrendered/withheld (value reported $146,870), leaving a net issuance of 903 shares to Ellingsen (net value ≈ $199,734.57).

Key Details

• Transaction date: 2026-02-17; Filing date: 2026-02-19 (timely).
• Vesting: 1,567 RSUs vested (each RSU = 1 share) per award granted 02/17/2023 (25% vesting each year over 4 years).
• Withholding: 664 shares were withheld to cover tax liability (code F); reported fair market value per share = $221.19.
• Net shares delivered to insider: 903 shares (1,567 vested − 664 withheld).
• Transaction codes: M = conversion/exercise of derivative (RSU conversion to stock); F = shares used to satisfy tax withholding.
• Shares owned after transaction: not reported in the provided data.

Context

• This was an award vesting event (routine compensation vesting), not an open-market purchase or a directional sale by the insider. The tax obligation was satisfied by share withholding (a common cashless method), which reduces the number of shares the insider actually received. No 10b5-1 plan or late filing flag is indicated.