D'AMICO LANCE E 4

What Happened

• Lance E. D'Amico, Executive VP, Secretary & General Counsel of Amphenol (APH), exercised stock options to acquire 50,000 shares at $22.55 per share (cost $1,127,625) and sold 50,000 shares in an open-market transaction for total gross proceeds of approximately $7,494,155 (weighted-average sale price $149.88). The Form 4 also reports a derivative disposition of 50,000 shares at $0 (see Key Details for footnote context).
• This sequence (exercise followed by a sale) is effectively a cashless exercise plus sale — the sale generated substantially more proceeds than the exercise cost. Sales are routine insider activity; purchases are typically more informative about bullish sentiment.

Key Details

• Transaction date: 2026-02-18; Form filed 2026-02-19 (timely).
• Exercise: 50,000 shares @ $22.55 = $1,127,625 (code M).
• Sale: 50,000 shares @ weighted avg $149.88 = $7,494,155 (code S). Footnote F3 notes the weighted-average price disclosure; F4 shows trades ranged $149.62–$150.17.
• Derivative disposition: 50,000 shares @ $0 reported as a derivative disposal (code M); filing does not detail cash flow for this line.
• Share ownership after the transaction: not specified in the provided excerpt of the filing.
• Footnotes re transfers: F1 notes 5,665 shares moved from the reporting person’s 2025 GRAT since the last Form 4; F2 notes 25,000 shares transferred to the reporting person’s 2026 GRAT since the last Form 4. These are transfers between trusts (not open-market buys/sells).
• Role: Listing shows D'Amico as Executive VP, Secretary & General Counsel (per Remarks).

Context

• The pattern — exercising options and immediately selling the acquired shares — is common (a cashless exercise or to cover exercise/tax costs). The zero-dollar derivative line may reflect net share settlement or share surrender for taxes/withholdings; the Form 4 footnotes provide limited detail.
• Transfers to/from GRATs are estate planning moves and do not necessarily reflect trading sentiment. For full trade-by-trade pricing breakdown or clarification of the derivative $0 line, the filer offered to provide details to the SEC staff or security holders upon request (per footnote F3).