Wardlow Graham 4

What Happened

• Insider Wardlow Graham received a total of 5,299 shares (3,229 + 2,070) on March 20, 2026 as the settlement/award of performance-based derivative awards. The filing lists these as awards (derivative acquisitions); no market sale was reported. Per the filing footnote, the awards are effectively 1-for-1 subject to a nominal $1.00 per ordinary share payment, implying a small cash requirement (~$5,299) to take ownership.

Key Details

• Transaction date: March 20, 2026 (reported on Form 4 filed March 23, 2026).
• Items: 3,229 shares (performance award tied to EPS growth — F2, 117% target) and 2,070 shares (performance award tied to relative TSR — F3, 50% target). Both were granted March 20, 2023 and vested 100% on March 20, 2026 upon achievement of performance targets.
• Price/value: N/A on the Form 4; footnote indicates a nominal payment of $1.00 per share (total ≈ $5,299) if paid.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Transaction code: A = Award/Grant (derivative). No indication shares were sold immediately (no cashless exercise or sale reported).
• Timeliness: Form 4 filed March 23, 2026 for a March 20, 2026 transaction — filing appears timely under the two-business-day rule.

Context

• These were performance-based option awards that vested in full after reaching EPS and TSR goals for the performance period ending 12/31/2025. This is a compensation-related issuance/settlement, not an open-market purchase or sale, so it reflects earned pay rather than a direct insider market bet.