Smith Lyndon John 4

4 · HEXCEL CORP /DE/ · Filed Feb 3, 2026

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Updated Feb 3, 2026

Hexcel President Lyndon Smith Receives RSUs & Options, Sells Shares for Taxes

What Happened

Lyndon John Smith, President, Americas & Global Fibers at Hexcel (HXL), had 263 shares withheld to cover taxes upon conversion of a performance-based award (sale) and was granted two derivative awards on Feb 2, 2026.
Tax withholding: 263 shares disposed on 2026-01-30 at $82.81 per share, totaling about $21,779.
Grants: on 2026-02-02 Smith was reported as acquiring 1,860 units (reported as RSUs) and 4,473 derivative units (reported as non‑qualified stock options), each recorded at $0 in the filing (these are awards, not open‑market purchases).

Key Details

Transaction dates and prices:
- 2026-01-30: 263 shares withheld for taxes at $82.81 each = $21,779 (code F — tax withholding).
- 2026-02-02: Grant of 1,860 RSUs @ $0 (derivative, code A).
- 2026-02-02: Grant of 4,473 non‑qualified stock options @ $0 (derivative, code A).
Vesting/conversion notes (from footnotes):
- The 1,860 RSUs convert 1:1 to common shares and vest/convert in equal increments on each of the first three anniversaries of the grant.
- The 4,473 non‑qualified stock options vest in equal increments on the first three anniversaries of the grant.
- The 263‑share disposition represents shares withheld to pay taxes on a performance‑based award conversion.
Shares owned after the transactions: not specified in the provided excerpt.
Filing timeliness: Report filed 2026-02-03 for transactions through 2026-02-02 — appears to meet the SEC’s two‑business‑day Form 4 filing requirement.

Context

The 263‑share sale was a tax withholding related to award conversion (routine, not an open‑market sale that signals a directional bet).
The RSU and option grants are standard equity compensation; RSUs convert to shares over three years and options vest over three years, so any ownership or sellable shares will accrue over time as they vest.
These transactions are executive compensation actions rather than open‑market purchases; they document compensation and tax withholding rather than a direct insider buy/sell for market exposure.

Form 4

Period: 2026-01-30

see remarks

Transactions

Tax Payment
Common Stock
[F1]
2026-01-30$82.81/sh−263$21,779→ 9,258 total
Award
Restricted Stock Units
[F2][F3]
2026-02-02+1,860→ 1,860 total
→ Common Stock (1,860 underlying)
Award
Non-Qualified Stock Options
[F4]
2026-02-02+4,473→ 4,473 total
Exercise: $81.59Exp: 2036-02-02→ Common Stock (4,473 underlying)

Footnotes (4)

[F1]Represents shares of common stock of the issuer withheld for the payment of taxes due upon the conversion of a performance-based share award reported on the reporting person's Form 4 filed on January 23, 2026.
[F2]Each restricted stock unit ("RSU") represents a conditional right to receive one share of common stock of the issuer.
[F3]The RSUs vest and convert into an equivalent number of shares of common stock of the issuer in equal increments on the first three anniversaries of the grant date.
[F4]The non-qualified stock options vest in equal increments on the first three anniversaries of the grant date.

Signature

/s/ Heather M. DeGregorio, as attorney-in-fact for Lyndon J. Smith|2026-02-03

1 file