Howmet Aerospace Inc.·4

Feb 18, 8:44 PM ET

Marchuk Neil Edward 4

4 · Howmet Aerospace Inc. · Filed Feb 18, 2026

Research Summary

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Howmet (HWM) EVP Neil Marchuk Sells 45,150 Shares

What Happened
Neil Edward Marchuk, EVP and Chief Accounting Officer of Howmet Aerospace (HWM), reported multiple equity transactions. On Feb 18, 2026 he sold 45,150 shares in an open-market transaction at a weighted average price of $251.70, totaling about $11.36 million. On Feb 16, 2026 he delivered/withheld 28,651 shares to satisfy tax withholding related to a vesting stock award (weighted average price $250.21, approx. $7.17 million). On Feb 17, 2026 he was granted 3,881 restricted share units (RSUs) (no immediate cash value reported).

Key Details

  • Transaction dates and prices:
    • Feb 16, 2026 — 28,651 shares delivered/withheld at $250.21 (payment of tax liability) — ~$7,168,767.
    • Feb 17, 2026 — 3,881 RSU award granted at $0 (subject to vesting and future tax withholding).
    • Feb 18, 2026 — 45,150 shares sold open market at weighted avg $251.70 (range $250.07–$253.00) — ~$11,364,427. The filer offered to provide a breakdown of shares sold at each price within the stated range (footnote F3).
  • Shares owned after the transactions: not specified in the Form 4 filing.
  • Footnotes of note:
    • F1: withholding/delivery of shares to satisfy tax liability on vesting awards.
    • F2: granted restricted share unit awards subject to vesting and tax withholding.
    • F3: sale price is a weighted average across multiple trades ($250.07–$253.00); detailed breakdown available on request.
    • F4: some shares are held in a revocable trust of which the reporting person is trustee and beneficiary.
  • Filing timeliness: Form 4 was filed Feb 18, 2026 covering transactions Feb 16–18; appears to be filed within the standard 2-business-day window.

Context
The Feb 16 delivery of shares was a tax-withholding event associated with vested awards (common administrative action), not an independent purchase or investment decision. The Feb 17 RSU grant is a standard compensation award subject to future vesting. The Feb 18 open-market sale is a reported sale (not a purchase); sales by insiders can be routine (e.g., tax, diversification) and are not, by themselves, proof of company outlook.

Insider Transaction Report

Form 4
Period: 2026-02-16
Transactions
  • Tax Payment

    Common Stock

    [F1]
    2026-02-16$250.21/sh28,651$7,168,767148,277 total
  • Award

    Common Stock

    [F2]
    2026-02-17+3,881152,158 total
  • Sale

    Common Stock

    [F3]
    2026-02-18$251.70/sh45,150$11,364,427107,008 total
Holdings
  • Common Stock

    [F4]
    (indirect: By Trust)
    10
Footnotes (4)
  • [F1]Represents payment of tax liability by delivering or withholding shares incident to the vesting of a stock award issued in accordance with Rule 16b-3.
  • [F2]Reflects granted restricted share unit awards that are subject to vesting and tax withholding upon vesting.
  • [F3]The price reported in column 4 is a weighted average price. The shares are sold in multiple transactions at prices from $250.07 to $253.00. The reporting person undertakes to provide Howmet Aerospace Inc. ("Howmet"), any security holder of Howmet, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the range set forth in this footnote.
  • [F4]Shares held in a revocable trust, of which the reporting person is trustee and beneficiary, and has voting and investment power.
Signature
/s/ Margaret Lam, Assistant Secretary (Attorney-in-Fact)|2026-02-18

Documents

1 file
  • 4
    tm266799-2_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT