Livingston Scott B. 4

What Happened

• Scott B. Livingston (role listed as "See Remarks") had 1,738 NOV shares withheld to satisfy tax withholding on the vesting of time-based restricted stock units. The withholding was recorded as a disposition at $18.91 per share, totaling approximately $32,866 on 2026-02-06. This is a tax-withholding/settlement event, not an open-market sale.

Key Details

• Transaction date: 2026-02-06; filing date: 2026-02-09 (filed within the typical two-business-day Form 4 window).
• Price per share: $18.91; shares withheld/disposed: 1,738; aggregate value: ~$32,866.
• Transaction code: F (payment of exercise price or tax liability); footnote: shares were withheld from RSUs granted on 2024-02-06 to cover tax withholding.
• Shares owned after the transaction: not specified in the provided excerpt of the filing.
• This is a routine tax withholding (not a public sale) and generally does not signal a change in the insider’s view of the company.

Context

• Withholding shares to cover taxes on vested RSUs is common and typically administrative: the company retains (or cancels) enough vested shares to meet tax obligations rather than the insider selling shares on the open market.
• Such transactions are recorded as dispositions for reporting purposes but should not be interpreted the same way as voluntary insider sales or purchases.