BALCHEM CORP·4

Feb 13, 7:05 PM ET

Reid Martin Luther 4

Research Summary

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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.