Barnard Steven 4

What Happened

• Steven Barnard, Senior Vice President and Chief Technology Officer at Illumina, converted performance share units into 2,677 common shares on Feb 12, 2026 (1,256 and 1,421 shares from two grants). To cover tax withholding, 1,014 shares were surrendered at an implied value of $114.44 each, totaling $116,042. Net shares retained after withholding: 1,663. These were award conversions, not open-market purchases or sales.

Key Details

• Transaction date: 2026-02-12 (reported on Form 4 filed 2026-02-17).
• Codes: M = exercise/conversion of derivative (performance share units); F = tax withholding (surrender of shares to cover tax).
• Shares converted/acquired: 2,677 (1,256 + 1,421) at $0.00 exercise price (reflecting PSU settlement).
• Shares withheld/disposed for taxes: 1,014 @ $114.44 = $116,042.
• Net shares retained after withholding: 1,663.
• Footnotes: F1 and F2 state these shares were awarded because the company achieved at least 74% of the applicable performance criteria for PSU grants dated Mar 1, 2023 and Sept 5, 2023.
• Filing timeliness: Form 4 was filed Feb 17, 2026; given the Feb 12 transaction date and the Feb 16 federal holiday, the filing appears timely.

Context

• This was a conversion/settlement of performance share units (common for executive compensation) and a routine "sell-to-cover" (share withholding) to satisfy tax liabilities. Such administrative actions are not the same as voluntary open-market sales or purchases and should not be interpreted alone as a strong signal of insider sentiment.