Miyata Hatsuki 4

4 · BALCHEM CORP · Filed Feb 13, 2026

AI-generated summary of this filing

Updated Feb 13, 2026

BALCHEM (BCPC) EVP Miyata Hatsuki Receives Awards; Shares Withheld

What Happened

Miyata Hatsuki, Executive Vice President, Chief Legal Officer & Secretary of BALCHEM Corp (BCPC), received awards and vested equity on Feb 11–12, 2026 and had shares withheld to cover tax obligations. Total awards/vested shares reported: 10,257 (1,710; 2,247; and 6,300) acquired at $0.00. To satisfy tax withholding, 877 shares were disposed on Feb 11 at $178.68 each ($156,702) and 181 shares were disposed on Feb 12 at $177.49 each ($32,126), for a combined tax-withholding value of $188,828.

Key Details

Transaction dates and prices:
- Feb 11, 2026: Award/acquisition of 1,710 shares @ $0.00 (grant)
- Feb 11, 2026: Vesting/award of 2,247 performance stock units @ $0.00 (includes 37 dividend-equivalent shares)
- Feb 11, 2026: 877 shares withheld/disposed to cover taxes @ $178.68 = $156,702
- Feb 12, 2026: 181 shares withheld/disposed to cover taxes @ $177.49 = $32,126
- Feb 11, 2026: Award/acquisition of 6,300 derivative shares @ $0.00
Shares acquired (total): 10,257; shares disposed for taxes: 1,058.
Shares owned after transaction: Not specified in the provided filing excerpt.
Notable footnotes:
- F1: Restricted stock vests over 3 years (25%/25%/50%).
- F2: 2,247 PSUs vested for the 2023–2025 performance period (includes 37 dividend equivalents).
- F3: 877 of the 2,247 vested PSUs were withheld for taxes.
- F4: 181 shares withheld to cover taxes on restricted shares (granted 2/12/2025).
- F5: Options vest 20%/40%/40% (not part of these reported cash transactions).
Filing timeliness: Reported period of transaction 2026-02-11; Form 4 filed 2026-02-13 — appears timely (within the 2-business-day filing window).

Context

This filing primarily documents award vesting and routine tax-withholding (code A for awards/grants; code F for tax withholding). The withheld/disposed shares were used to satisfy tax obligations upon vesting rather than open-market sales for investment purposes.
The 6,300 "derivative" shares reflect an award/derivative grant reported at $0.00; the filing does not indicate an open-market purchase or a separate cash option exercise.
These are routine insider equity vesting and withholding transactions and are informational rather than direct buy/sell signals.

Form 4

Period: 2026-02-11

EVP, CLO, & Secretary

Transactions

Award
Common Stock
[F1]
2026-02-11+1,710→ 7,556 total
Award
Common Stock
[F2]
2026-02-11+2,247→ 9,803 total
Tax Payment
Common Stock
[F3]
2026-02-11$178.68/sh−877$156,702→ 8,926 total
Tax Payment
Common Stock
[F4]
2026-02-12$177.49/sh−181$32,126→ 8,745 total
Award
Stock Option
[F5]
2026-02-11+6,300→ 6,300 total
Exercise: $178.68Exp: 2036-02-11→ Common Stock (6,300 underlying)

Holdings

Footnotes (5)

[F1]Ownership of restricted stock vests in Reporting Person over a 3-year period (25% on the first anniversary of the grant date, 25% on the second anniversary of the grant date, and 50% on the third anniversary of the grant date), subject to restrictions on transfer in accordance with the provisions of a Restricted Stock Grant Agreement between the Issuer and the Reporting Person.
[F2]Represents the vesting of performance stock units (includes 37 dividend equivalent shares) for the 2023-2025 performance period.
[F3]877 of the 2,247 performance stock units that vested on February 11, 2026 were withheld to cover tax requirement due upon vesting.
[F4]Reflects shares that were withheld to cover withholding taxes due upon vesting of restricted shares (granted on 2/12/2025).
[F5]Options vest 20% Year 1, 40% Year 2, and 40% Year 3.

Signature

/s/ Travis Larsen, Attorney in Fact for Hatsuki Miyata|2026-02-13

1 file