Shavel Lee 4

Accession 0001193125-26-021409

CIK 0001442145other

Filed

Jan 22, 7:00 PM ET

Accepted

Jan 23, 7:36 PM ET

Size

12.3 KB

Accession

0001193125-26-021409

AI-generated summary of this filing

Updated Jan 24, 2026

Verisk (VRSK) CEO Shavel Lee Receives Awards, Withholds Shares

What Happened

Shavel Lee, CEO of Verisk Analytics (VRSK), received stock awards that vested in mid-January 2026 and had a portion of those shares withheld to satisfy tax withholding. Total shares acquired via awards/settlement: 91,781 shares (reported as A, $0.00 per share because these were awards/vested units). Total shares withheld/disposed for tax payment: 15,869 shares, generating proceeds of $2,995,880 (13,393 shares at $223.69) and $549,796 (2,476 shares at $222.05), for a combined withholding value of $3,545,676.

Key Details

Transaction dates and amounts:
- 2026-01-14: Award settlement of 28,893 shares (A); 13,393 shares withheld (F) at $223.69 → $2,995,880 withheld.
- 2026-01-15: Award/derivative grants of 11,259 shares (A) and 51,629 derivative shares (A); 2,476 shares withheld (F) at $222.05 → $549,796 withheld.
Nature of transactions: Awards/vestings (A) of performance stock units (PSUs) and restricted stock units (RSUs); withholdings (F) represent shares retained to pay tax liability (not open-market sales).
Notable footnotes from the filing:
- PSU settlement (F1): shares issued upon settlement of performance stock units granted Jan 15, 2023, vesting based on relative TSR and ROIC performance and service (F1).
- Withholding for taxes tied to PSU/RSU vesting (F2, F4).
- Some shares are RSUs granted under the 2021 Equity Incentive Plan that vest in scheduled installments (F3).
Shares owned after transaction: Not specified in the provided excerpt.
Filing timeliness: Form 4 was filed Jan 23, 2026 for transactions on Jan 14–15, 2026. This is later than the typical 2-business-day Form 4 deadline (filing appears late).

Context

These were vested awards and related tax-withholding transactions — the acquired shares were awarded (not purchased), and the disposals were tax withholdings (code F), which are routine and do not necessarily signal a discretionary sale by the insider.
The PSU settlement was performance-based (relative TSR and ROIC metrics); RSU vesting follows a multi-year schedule per plan terms.
For retail investors, award vestings increase insider ownership but tax-withholding disposals reduce the net new shares received; both are standard components of executive compensation.

Form 4

Period: 2026-01-14

DirectorChief Executive Officer

Transactions

Award
Common Stock
[F1]
2026-01-14+28,893→ 105,600 total
Tax Payment
Common Stock
[F2]
2026-01-14$223.69/sh−13,393$2,995,880→ 92,207 total
Award
Common Stock
[F3]
2026-01-15+11,259→ 103,466 total
Tax Payment
Common Stock
[F4]
2026-01-15$222.05/sh−2,476$549,796→ 100,990 total
Award
Stock Option
[F5][F6]
2026-01-15+51,629→ 51,629 total
Exercise: $222.05Exp: 2036-01-15→ Common Stock (51,629 underlying)

Footnotes (6)

[F1]Represents shares of common stock issued upon settlement of performance stock units granted on January 15, 2023 under the Issuer's 2021 Equity Incentive Plan and the underlying performance stock unit award agreement that vested based on the level of achievement of the applicable relative TSR-based and ROIC-based performance conditions and satisfaction of the service condition.
[F2]Payment of tax liability by withholding shares in connection with the vesting and settlement of performance stock units granted on January 15, 2023.
[F3]These restricted stock units of Common Stock were granted under the Issuer's 2021 Equity Incentive Plan. Subject to the terms of the Issuer's 2021 Equity Incentive Plan and the applicable award agreement thereunder, these restricted stock units vest in four equal installments on the first, second, third and fourth anniversaries of their grant date.
[F4]Payment of tax liability by withholding shares in connection with the January 15, 2026 vesting of previously reported restricted stock grants.
[F5]This stock option was granted under the Issuer's 2021 Equity Incentive Plan.
[F6]Subject to the terms of the Issuer's 2021 Equity Incentive Plan and the applicable award agreement thereunder, this stock option vests and becomes exercisable in four equal installments on the first, second, third and fourth anniversaries of the stock option grant date.

Signature

/s/ Kathy Card Beckles, Attorney-in-fact|2026-01-23

1 file

Verisk Analytics, Inc.

CIK 0001442145

Entity typeother