Machlis Bezhalel 4

What Happened
Machlis Bezhalel, President and CEO of Elbit Systems Ltd. (ESLT), exercised employee stock options and then sold most of the resulting shares. On 2026-04-09 he exercised options generating 30,000 shares (reported acquisition at $134.34 per share — approx. $4.03M). The company retained 4,486 shares to cover the exercise price/tax withholding, and 25,514 shares were sold in an open-market transaction at $887.40 per share for about $22.64M. A separate derivative line reports 30,000 option shares at $0 in connection with the exercise/settlement mechanics (see footnotes).

Key Details

• Transaction date: 2026-04-09; Form 4 filed 2026-04-10 (timely filing).
• Option exercise: 30,000 shares acquired @ $134.34 = $4,030,200 (code M).
• Withholding/payment: 4,486 shares retained by the company @ reported $898.47 (code F) to cover exercise price/taxes = $4,030,536 (amount reported in NIS converted to USD; see footnote).
• Open-market sale: 25,514 shares sold @ $887.40 = $22,641,124 (code S).
• Additional derivative line: 30,000 shares reported as disposed at $0 (administrative reporting of exercise/settlement).
• Footnotes: options and resulting shares were held in trust with Mr. Machlis as sole beneficiary (F1); company retention covered exercise/taxes and was not in excess (F2); NIS→USD conversion used NIS 3.142 = $1 (F3); options vested in four tranches through April 7, 2026 (F4).
• Shares owned after the transactions are not specified in the excerpt — see the full Form 4 for post-transaction holdings.

Context: This was effectively a cashless option exercise where exercised shares were used to pay exercise price/taxes (share withholding) and the remainder was sold in the open market. Such transactions are common for option exercises and reflect liquidity/settlement of awards rather than an outright purchase signal.