Duff Martin 4

4 · YETI Holdings, Inc. · Filed Feb 24, 2026

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Updated Feb 24, 2026

YETI SVP Duff Martin Receives RSU Award; Shares Withheld for Taxes

What Happened

Duff Martin, SVP, Supply Chain & Operations at YETI Holdings (YETI), had restricted stock units (RSUs) vest on Feb 20, 2026. He was credited with two awards totaling 27,655 shares (16,644 + 11,011) at $0.00 (award/vesting).
To satisfy tax withholding obligations, 7,357 shares were withheld/disposed at an indicated price of $47.68 per share, generating proceeds of $350,782. Net shares delivered to Martin after withholding were 20,298.
This was not a market purchase or sale for investment purposes but a compensation/vesting event tied to previously granted RSUs.

Key Details

Transaction date: Feb 20, 2026; Form 4 filed Feb 24, 2026 (timely filing).
Awarded shares: 16,644 and 11,011 (total 27,655) reported as "A" (award/acquisition) at $0.00.
Shares withheld for taxes: 7,357 shares (reported as "F") at $47.68, proceeds $350,782.
Net shares retained by insider after withholding: 20,298 (27,655 − 7,357).
Footnotes:
- F1: These shares came from RSUs granted on Feb 24, 2023; vesting was contingent on multi-year performance metrics that the Compensation Committee certified as achieved.
- F2: The 7,357-share disposition represents shares withheld to satisfy tax withholding obligations (a common "sell-to-cover" for RSU vesting).
- F3: Some RSUs remain subject to future vesting (one‑third on Feb 20, 2027 and one‑sixth on each of the next four six‑month anniversaries).
- F4: The filing references 22,488 shares underlying RSUs that will be settled one‑for‑one in shares when payable.
Shares owned after the transaction: not specified in this filing.

Context

This is a routine compensation event (vesting of performance-based RSUs) rather than an open-market purchase or discretionary sale; shares withheld for taxes are a standard administrative step and do not necessarily indicate insider sentiment.
Because the award was performance-based and certified by the Compensation Committee, the issuance reflects achievement of previously established company performance goals.

Form 4

Period: 2026-02-20

SVP, Supply Chain & Operations

Transactions

Footnotes (4)

[F1]Represents shares of common stock underlying an award of restricted stock units previously granted by the Issuer on February 24, 2023, the vesting of which was subject to the Issuer's achievement of previously established performance criteria over a multi-year measurement period. The Compensation Committee of the Issuer's Board of Directors has certified achievement of the performance criteria, and the number of shares of common stock reported herein consists of the shares underlying the award that were earned based upon such achievement.
[F2]Represents shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units previously granted to the reporting person.
[F3]Represents restricted stock units. One-third of the restricted stock units will vest on February 20, 2027, and one-sixth of the restricted stock units will vest on each of the first four six-month anniversaries thereafter. Each restricted stock unit represents the right to receive one share of the Issuer's common stock.
[F4]Includes 22,488 shares underlying restricted stock units. Upon settlement in accordance with the terms of the applicable award agreement, the restricted stock units will be paid on a one-for-one basis in shares of the Issuer's common stock.

Signature

By: /s/ Lauren A. Hurley, as Attorney-in-Fact|2026-02-24

1 file