MITCHELL THOMAS J. 4

What Happened

• Thomas J. Mitchell, President and COO of Tri Pointe Homes (TPH), had 12,840 restricted stock units (RSUs) withheld to cover tax withholding obligations tied to RSU vesting. The withheld shares were disposed at an implied value of $46.31 per share, totaling approximately $594,620. This was a tax-withholding disposition (transaction code F), not an open-market sale.

Key Details

• Transaction date: 2026-02-19
• Price used for withholding: $46.31 per share
• Shares withheld/disposed: 12,840 (total value ≈ $594,620)
• Transaction code: F — withholding of shares to satisfy tax obligations on RSU vesting
• Footnotes: F1 — withholding to satisfy tax withholding for RSU awards under the 2022 Long-Term Incentive Plan; F2 — transaction noted "By The Mitchell Family Trust"
• Filing: Report filed 2026-02-20 (one day after the transaction); not indicated as late in the filing
• Shares owned after transaction: Not specified in the Form 4 filing

Context

• This was a routine tax-withholding disposition following RSU vesting (often described as a "cashless" or withholding surrender) rather than a discretionary market sale. Such withholdings are standard to cover payroll/tax obligations and do not necessarily indicate insider sentiment about the stock.