WESTBROOKS KRISTOPHER R 4

What Happened

• Kristopher R. Westbrooks, President & COO of Metallus (MTUS), exercised a total of 5,079 option-derived shares (code M) and immediately sold those shares in open-market transactions (code S).
• Details: On Feb 3, he exercised 2,951 shares at $12.45 ($36,740 cost) and sold 2,951 shares at a weighted average of $21.03 for $62,060. On Feb 4, he exercised 2,128 shares at $12.45 ($26,494 cost) and sold 2,128 shares at a weighted average of $21.28 for $45,284. Total proceeds from the sales were ~$107,344 against total exercise cost of $63,234. The Form 4 also shows derivative conversion lines at $0.00 reflecting the option-to-share conversions.

Key Details

• Transaction dates/prices: Feb 3, 2026 — exercised 2,951 @ $12.45; sold 2,951 @ weighted avg $21.03 (sales ranged $21.00–$21.17). Feb 4, 2026 — exercised 2,128 @ $12.45; sold 2,128 @ weighted avg $21.28 (sales ranged $21.00–$21.54).
• Total exercised: 5,079 shares; total cash paid for exercise ≈ $63,234; total sale proceeds ≈ $107,344.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes: F1/F2 show sale price ranges and that reported prices are weighted averages. F3 notes the awards vested in four equal annual installments beginning March 1, 2020.
• Plan/Compliance: The reporting person adopted a written 10b5-1 trading plan on May 12, 2025; the sales were made pursuant to that plan (per the Remarks).
• Filing timeliness: Form filed Feb 4, 2026 reporting transactions on Feb 3–4, 2026 (no late-filing indication in provided data).

Context

• This pattern (exercise of options followed by immediate open-market sale) functions like a cashless exercise: the insider converts options to shares and sells them rather than holding additional stock. Such transactions are often routine liquidity events rather than a direct signal of confidence or lack thereof.
• Codes: M = exercise/conversion of derivative; S = sale of shares. The 10b5-1 plan note indicates the sales were pre-planned and intended to meet affirmative-defense conditions under Rule 10b5-1.