Lehman Gail E 4

What Happened
Gail E. Lehman, EVP and Chief Legal & Sustainability Officer of Hexcel Corp (HXL), received equity awards and had shares withheld to cover taxes. On 2026-02-02 she was granted 2,872 restricted stock units (RSUs) and 6,906 non‑qualified stock options (reported as derivative awards at $0). On 2026-01-30, 1,065 shares were withheld to satisfy tax withholding related to a prior conversion of a performance‑based award; those withheld shares were reported at $82.81 each for a total of $88,193 (disposition).

Key Details

• Transaction dates and types:
  • 2026-01-30: Tax withholding/payment of tax liability — 1,065 shares withheld at $82.81 each (Disposition) = $88,193. (Code F)
  • 2026-02-02: Grant of 2,872 RSUs (reported at $0; derivative award). (Code A)
  • 2026-02-02: Grant of 6,906 non‑qualified stock options (reported at $0; derivative award). (Code A)
• Shares owned after transaction: Not specified in this Form 4.
• Footnotes of note:
  • Withholding (F1) covers taxes due on conversion of a performance‑based award previously reported (Form 4 filed Jan 23, 2026).
  • RSUs (F2) represent a conditional right to one share each and vest in equal increments on the first three anniversaries of the grant date (F3).
  • The non‑qualified options vest in equal increments on the first three anniversaries of the grant date (F4).
• Filing timeliness: Form filed 2026-02-03; transactions appear to have been reported promptly.

Context

• The 2,872 RSUs are rights to future shares and will convert into shares as they vest; the 6,906 items are option awards that must vest before exercise — neither represents an immediate cash purchase.
• The 1,065‑share disposition was a routine tax withholding related to a prior award conversion, not an open‑market sale indicating sentiment.
• These entries are standard executive compensation reporting and do not by themselves indicate a buy or sell decision in the market.