Reid Martin Luther 4
4 · BALCHEM CORP · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
BALCHEM (BCPC) SVP Reid Martin Luther Receives Awards; Shares Withheld
What Happened
Reid Martin Luther, SVP & Chief Supply Chain Officer of Balchem Corp (BCPC), received a total of 6,699 shares via awards/vesting on Feb 11–12, 2026: 940 restricted shares, 2,359 performance stock units (PSUs), and a 3,400-share derivative award. To cover tax withholding on vesting, 1,085 of the vested PSUs and 116 restricted shares were withheld (reported as dispositions): 1,085 shares sold/withheld at $178.68 each ($193,868) and 116 shares at $177.49 each ($20,589), for total withholding of about $214,457. These transactions are award/vesting events (not open-market purchases or voluntary sales).
Key Details
- Transaction dates: Feb 11, 2026 (primary vesting and withholding) and Feb 12, 2026 (additional tax withholding on restricted shares).
- Prices and values for withheld shares: 1,085 @ $178.68 = $193,868; 116 @ $177.49 = $20,589; total ≈ $214,457.
- Shares acquired (gross): 6,699 (940 restricted + 2,359 PSUs + 3,400 derivative award). Shares withheld for taxes: 1,201.
- Shares owned after transaction: Not specified in the provided filing excerpt.
- Transaction codes: A = Award/Grant/Acquisition; F = Payment of exercise price or tax liability (withholding).
- Filing: Form 4 filed Feb 13, 2026 (covers Feb 11–12 transactions); no indication in the filing excerpt that it was late.
- Notable footnotes:
- F1: Restricted stock vests over 3 years (25%/25%/50%).
- F2: The PSUs vested represent the 2023–2025 performance period and include 39 dividend-equivalent shares.
- F3: 1,085 of the 2,359 PSUs vested on Feb 11, 2026 were withheld to cover taxes.
- F4: 116 shares withheld relate to restricted shares granted on 2/12/2025.
- F5: Options vesting schedule noted (20%/40%/40%), referenced for context of derivative awards.
Context
This was primarily an awards/vesting event, not an open-market sale. The reported “disposals” reflect shares withheld to satisfy tax obligations at vesting (a common, routine practice often processed as a cashless/withholding transaction), not a bearish insider sale. The 3,400-share derivative award indicates a non-cash equity grant (options or similar) subject to the issuer’s vesting schedule described in the footnotes.
Insider Transaction Report
- Award
Common Stock
[F1]2026-02-11+940→ 7,915 total - Award
Common Stock
[F2]2026-02-11+2,359→ 10,274 total - Tax Payment
Common Stock
[F3]2026-02-11$178.68/sh−1,085$193,868→ 9,189 total - Tax Payment
Common Stock
[F4]2026-02-12$177.49/sh−116$20,589→ 9,073 total - Award
Stock Option
[F5]2026-02-11+3,400→ 3,400 totalExercise: $178.68Exp: 2036-02-11→ Common Stock (3,400 underlying)
- 542(indirect: By 401(k))
Common Stock
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 39 dividend equivalent shares) for the 2023-2025 performance period.
- [F3]1,085 of the 2,359 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.