BADGLEY JEFFREY I 4

What Happened
Jeffrey I. Badgley, President, International and Military of Miller Industries (MLR), had 6,000 time‑based restricted stock units (RSUs) vest on March 1, 2026. The RSUs converted into 6,000 shares; 1,440 of those shares were withheld to cover tax withholding obligations at $42.03/share (value withheld: $60,523), leaving a net delivery of 4,560 shares. The filing shows the RSU conversion (derivative exercise/settlement) and the share‑withholding for taxes — this was an award vesting event, not an open‑market sale or purchase.

Key Details

• Transaction date: March 1, 2026; Form 4 filed March 3, 2026 (appears timely).
• Vesting/conversion: 6,000 RSUs converted to 6,000 shares (coded M for derivative exercise/conversion).
• Tax withholding: 1,440 shares withheld (coded F) at $42.03/share, totaling $60,523.
• Net shares delivered to insider: 4,560 shares (6,000 − 1,440). Implied net value at $42.03 ≈ $191,657.
• Footnotes: RSUs were time‑based, vesting in five equal annual installments beginning March 1, 2023; each RSU = one share; vested shares to be delivered within 30 days.
• Shares owned after the transaction: not specified in the provided filing.
• Codes: M = exercise/conversion of derivative (RSU settlement); F = shares withheld to satisfy tax withholding.

Context

• This was a routine vesting/settlement of RSUs, not an open‑market purchase or sale — withholding shares for taxes is a common administrative step and does not necessarily indicate a change in insider sentiment.
• The filing also references other RSU schedules (vesting commencing March 15, 2026 and March 6, 2025) that are part of the company’s broader award program but were not part of this specific vesting event.