PPL Corp·4

Feb 2, 5:37 PM ET

Crockett John R III 4

4 · PPL Corp · Filed Feb 2, 2026

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PPL (PPL) John R. Crockett III Exercises Awards, Receives Grants

What Happened

  • John R. Crockett III, president of a PPL subsidiary, converted/exercised performance-based awards and restricted stock units (RSUs) around 01/29–01/30/2026. Gross conversion/acquisition totaled 29,917.097 shares (8,867 + 19,623 + 1,427.097) for which he paid aggregate exercise/consideration of $1,086,204. The company withheld 10,481 shares to cover taxes (value withheld ≈ $380,527), leaving approximately 19,436.097 net shares delivered to him.
  • In addition, Crockett was granted/credited with performance/award units on 01/29/2026 (four award entries totaling 17,444 units). Some awards were earned at above-target levels per the company’s performance determinations (see footnotes).

Key Details

  • Transaction dates and prices:
    • 01/29/2026: exercised/converted 8,867 shares @ $36.31 (paid $321,961); 19,623 shares @ $36.31 (paid $712,511). Company withheld 2,870 and 6,968 shares, respectively, for taxes.
    • 01/30/2026: exercised/converted 1,427.097 shares @ $36.25 (paid $51,732); 643 shares withheld for taxes.
    • 01/29/2026: grants/awards recorded of 3,489; 6,977; 3,489; and 3,489 performance/Rsu units (total 17,444 units) at $0 exercise price (derivative awards).
  • Withholding (tax payment) entries: 2,870; 6,968; 643 shares — total 10,481 shares withheld (~$380,527).
  • Shares/units owned after transactions (per filing footnotes):
    • Restricted stock units beneficially owned: 12,563.888
    • Performance units beneficially owned: 62,052.100
  • Notable footnotes:
    • F11 / F9: Certain performance awards were earned above target (e.g., 145.58% and 161.10%) based on multi-year performance assessments ending 12/31/2025; People & Compensation Committee determined awards on 01/29/2026 and shares were delivered net of withholding on 01/30/2026.
    • F1: Shares were withheld by the company at the officer’s request to pay taxes following vesting/expiration under the Stock Incentive Plan.
    • F12 / F3: Some RSUs follow multi-year vesting schedules (one‑third vested 01/30/2026; others vest in later years).
  • Timeliness: Form 4 filed 02/02/2026 for transactions dated 01/29–01/30/2026; filing appears to be within the standard Section 16 reporting window.

Context

  • These were not open-market purchases or sales but conversions/vestings of company awards and RSUs with shares withheld to satisfy tax obligations (transaction codes: M = exercise/conversion of derivative; A = grant/award; F = shares withheld for taxes). This is typically a routine administrative outcome of vested awards or performance payouts rather than a discretionary buy/sell in the market.
  • Performance awards reflected above-target payouts per the company’s disclosed metrics for multi-year performance periods (see footnotes F9 and F11), which is why the number of underlying shares delivered exceeded the original target amounts.

Insider Transaction Report

Form 4
Period: 2026-01-29
Crockett John R III
President of a PPL Subsidiary
Transactions
  • Exercise/Conversion

    Common Stock

    2026-01-29$36.31/sh+8,867$321,96136,544.744 total
  • Tax Payment

    Common Stock

    [F1]
    2026-01-29$36.31/sh2,870$104,21033,674.744 total
  • Exercise/Conversion

    Common Stock

    2026-01-29$36.31/sh+19,623$712,51153,297.744 total
  • Tax Payment

    Common Stock

    [F1]
    2026-01-29$36.31/sh6,968$253,00846,329.744 total
  • Exercise/Conversion

    Common Stock

    2026-01-30$36.25/sh+1,427.097$51,73247,756.841 total
  • Tax Payment

    Common Stock

    [F1]
    2026-01-30$36.25/sh643$23,30947,113.841 total
  • Award

    Stock Unit (SIP)

    [F2][F3][F4]
    2026-01-29+3,4893,489 total
    Common Stock (3,489 underlying)
  • Award

    Performance Stock Unit (SIP)

    [F5][F6]
    2026-01-29+6,9776,977 total
    Common Stock (6,977 underlying)
  • Award

    Performance Stock Unit (SIP)

    [F7][F6]
    2026-01-29+3,4893,489 total
    Common Stock (3,489 underlying)
  • Award

    Performance Stock Unit (SIP)

    [F8][F6]
    2026-01-29+3,4893,489 total
    Common Stock (3,489 underlying)
  • Exercise/Conversion

    Performance Stock Unit (SIP)

    [F9][F10][F6]
    2026-01-2919,6230 total
    Common Stock (19,623 underlying)
  • Exercise/Conversion

    Performance Stock Unit (SIP)

    [F11][F10][F6]
    2026-01-298,8670 total
    Common Stock (8,867 underlying)
  • Exercise/Conversion

    Stock Unit (SIP)

    [F2][F10][F12]
    2026-01-301,427.0972,855.227 total
    Common Stock (1,427.097 underlying)
Footnotes (12)
  • [F1]Shares withheld by the company at the request of the executive officer to pay taxes due following expiration of the applicable restriction period, under the terms of the Stock Incentive Plan (SIP).
  • [F10]Total includes the reinvestment of dividends.
  • [F11]No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), the underlying securities were earned (145.58%) based on the Company's achievements of certain ESG-related metrics ov er a three-year performance period ending 12/31/2025. Determination of the percentage of the award earned was made by the People and Compensation Committee on 01/29/2026 and calculation of the underlying shares to be delivered, net of withholding, was completed on 01/30/2026.
  • [F12]One-third of the 01/30/2025 grant of restricted stock units vested on 01/30/2026; the remaining thirds will vest on 01/30/2027 and 01/30/2028, respectively.
  • [F2]No conversion or exercise price applies. Under the terms of the Stock Incentive Plan (SIP), a restricted stock unit converts to a share of common stock on the applicable vesting date.
  • [F3]The total grant of 3,489 restricted stock units will vest in three equal installments on 01/29/2027, 01/29/2028, and 01/29/2029.
  • [F4]As of 02/02/2026, total restricted stock units beneficially owned is 12,563.888. This total includes the 01/25/2024 grant of 6,219.661 restricted stock units, two-thirds of the 01/30/2025 grant, which totals 2,855.227, plus in each case, the incremental addition of restricted stock units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such restricted stock units, and the 01/29/2026 grant of 3,489 restricted stock units.
  • [F5]No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's performance relative to a peer group (determined by the Company's People and Compensation Committee as described in more detail in the Company's annual Proxy Statement on Schedule 14A), over a three-year performance period ending 12/31/2028. Determination of number of underlying securities that have been earned, if any, will be made by the People and Compensation Committee in January 2029.
  • [F6]As of 02/02/2026, total performance units beneficially owned is 62,052.100. This total includes the 01/20/2023 grant of 6,090.229 performance units, the three 01/25/2024 grants of (a) 6,219.661, (b) 6,219.661, and (c) 12,438.255 performance units, the three 01/30/2025 grants of (a) 4,282.324, (b) 4,282.324, and (c) 8,564.646 performance units, plus in each case, the incremental addition of performance units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such performance units, and the three 01/29/2026 grants of (a) 3,489, (b) 3,489, and (c) 6,977 performance units.
  • [F7]No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's earnings growth over a three-year performance period ending 12/31/2028. Determination of number of underlying securities that have been earned, if any, will be made by the People and Compensation Committee in January 2029.
  • [F8]No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's achievement of certain long-term sustainability-related metrics over a three-year performance period ending 12/31/2028. Determination of number of underlying securities that have been earned, if any, will be made by the People and Compensation Committee in January 2029.
  • [F9]No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), the underlying securities were earned (161.10%) based on the Company's performance relative to an industry peer group over a three-year performance period ending 12/31/2025. Determination of the percentage of the award earned was made by the People and Compensation Committee on 01/29/2026 and calculation of the underlying shares to be delivered, net of withholding, was completed on 01/30/2026.
Signature
/s/ W. Eric Marr, as Attorney-In-Fact for John R. Crockett III|2026-02-02

Documents

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    ownership.xmlPrimary

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