Boned Frederic 4

What Happened
Frederic Boned, SVP & GM, Human Nutrition & Health at Balchem (BCPC), received multiple equity awards/vestings on Feb 11, 2026 and Feb 12, 2026 and had shares withheld/disposed to cover tax withholding obligations. The filing reports three acquisitions: 2,870 shares (grant/award), 2,247 performance stock units that vested (includes 37 dividend equivalent shares), and 10,500 derivative shares (award). To satisfy tax withholding, 1,151 shares were withheld/disposed on Feb 11 at $178.68 each (value $205,661) and 203 shares were withheld/disposed on Feb 12 at $177.49 each (value $36,030), for a combined withholding value of about $241,691.

Key Details

• Transaction dates and prices:
  • 2026-02-11: Acquired 2,870 shares (award) and 2,247 PSUs vested (includes 37 dividend equivalents). 1,151 of the 2,247 PSUs withheld for taxes and disposed at $178.68 (total $205,661).
  • 2026-02-11: Acquired 10,500 derivative shares (award).
  • 2026-02-12: 203 shares withheld/disposed at $177.49 (total $36,030).
• Total awards/vestings reported: 15,617 shares (2,870 + 2,247 + 10,500).
• Shares withheld/disposed for taxes: 1,354 shares (1,151 + 203), total value ≈ $241,691.
• Shares owned after transaction: Not specified in the excerpt of the filing provided.
• 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: 1,151 of the 2,247 vested PSUs were withheld to cover taxes.
  • F4: Reflects shares withheld to cover withholding taxes on restricted shares (granted 2/12/2025).
  • F5: Options vesting schedule is 20% Year 1, 40% Year 2, 40% Year 3 — the 10,500 derivative shares reflect such an award.
• Filing timeliness: Form filed 2026-02-13 for transactions on 2026-02-11 and 02-12; appears to be timely.

Context

• The disposals reported here are tax withholding events (code F), not open-market sales — common when awards or PSUs vest and taxes are due. Such withholdings are administrative and do not necessarily indicate the insider is reducing their investment by choice.
• The 10,500 “derivative” shares reflect an equity-based award (e.g., options or stock-settled units) subject to the issuer’s vesting schedule (see F5). The 2,247 PSUs represent performance-based units for a multi-year period (2023–2025).
• For retail investors: these are mainly award/vesting events (insider receiving equity), with a modest amount of shares used to cover taxes (~$242K). Awards/vestings are routine compensation and should be weighed with other insider activity and company fundamentals.