IHS Holding Ltd·4

Apr 8, 5:12 PM ET

Darwish Sam 4

4 · IHS Holding Ltd · Filed Apr 8, 2026

Research Summary

AI-generated summary of this filing

Updated

IHS CEO Darwish Sam Sells Shares to Cover Taxes

What Happened

  • Darwish Sam, Chairman and CEO of IHS Holding Ltd (IHS), had equity awards vest and completed related transactions in early April 2026. The filing shows a 412,544-share RSU grant/award on 2026-04-06 and an exercise/conversion of 41,557 derivative shares on 2026-04-06. On 2026-04-07 he sold a total of 124,275 ordinary shares (11,383 + 112,892) in open-market transactions at a weighted average price of $8.24, generating aggregate proceeds of about $1,023,852. The sales were to cover tax withholding on vested awards.

Key Details

  • Transaction dates: awards and conversions on 2026-04-06; open-market sales on 2026-04-07. Filing date: 2026-04-08 (timely).
  • Sales detail: 11,383 shares sold for $93,780; 112,892 shares sold for $930,072; weighted avg price reported $8.24 (range $8.235–$8.26). Total ≈ $1,023,852.
  • Award/derivative detail: 412,544 RSUs granted/vested (F1, F4); exercise/conversion of 41,557 derivative shares reported (M code) with a corresponding derivative disposition entry.
  • Reason for sales: Shares were sold to cover taxes upon vesting of RSUs and performance stock units pursuant to a mandatory Rule 10b5-1 trading instruction adopted June 1, 2023 (F2).
  • Shares owned after transaction: Not specified in the provided Form 4 excerpt.
  • Timeliness: Filing appears timely (filed 4/8 for transactions on 4/6–4/7).

Context

  • The transaction appears to be routine tax-withholding sales tied to award vesting and an associated exercise/conversion of derivative securities, executed under a pre-arranged 10b5-1 plan. Such sales are commonly for tax purposes and do not necessarily indicate a change in the insider’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-04-06
Darwish Sam
DirectorChairman and CEO
Transactions
  • Exercise/Conversion

    Ordinary Shares

    [F1]
    2026-04-06+41,557447,398 total
  • Sale

    Ordinary Shares

    [F2][F3]
    2026-04-07$8.24/sh11,383$93,780436,015 total
  • Award

    Ordinary Shares

    2026-04-06+412,544848,559 total
  • Sale

    Ordinary Shares

    [F2][F3]
    2026-04-07$8.24/sh112,892$930,072735,667 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-04-0641,5570 total
    Ordinary Shares (41,557 underlying)
Holdings
  • Ordinary Shares

    (indirect: By Trust)
    12,746,233
Footnotes (4)
  • [F1]Each restricted stock unit ("RSU") represents a contingent right to receive one Ordinary Share.
  • [F2]Shares were sold to cover taxes upon the vesting of RSUs (in the case of 11,383 Ordinary Shares) and performance stock units (in the case of 112,892 Ordinary Shares) pursuant to a mandatory Rule 10b5-1 trading instruction in the award agreement adopted by the Reporting Person on June 1, 2023 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
  • [F3]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.235 to $8.26, inclusive.
  • [F4]The RSUs have fully vested.
Signature
/s/ Sam Darwish|2026-04-08

Documents

1 file
  • 4
    tm2611315-1_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT