Lehman Gail E 4/A

4/A · HEXCEL CORP /DE/ · Filed Feb 13, 2026

AI-generated summary of this filing

Updated Feb 13, 2026

Hexcel (HXL) EVP Gail Lehman Receives RSUs; 1,060 Shares Withheld

What Happened

Gail E. Lehman, EVP and Chief Legal & Sustainability Officer of Hexcel Corp. (HXL), had 1,060 shares withheld to cover taxes upon conversion of a performance-based award (disposed at $82.81/share for ~$87,779) and received two RSU awards totaling 9,778 RSUs (2,872 and 6,906) on 2026-02-02. The RSUs are granted at $0 and are derivative awards that will convert into shares over time.

Key Details

Transactions:
- 2026-01-30: Tax withholding/disposition — 1,060 shares withheld at $82.81/share (total ~$87,779). (Code F)
- 2026-02-02: Grants (RSUs) — 2,872 RSUs and 6,906 RSUs granted at $0. (Code A; derivative awards)
Vesting/conversion: RSUs represent the right to one share each and vest/convert in equal increments on the first three anniversaries of the grant date.
Amendment note: This is an amended Form 4 filed 2026-02-13 to correct the number of shares withheld for taxes and the resulting beneficial ownership reported earlier (original filing referenced Jan 23, 2026).
Shares owned after transaction: The amendment adjusted beneficial ownership; the exact post-transaction share total is not specified in the provided excerpt.
Transaction codes: F = tax withholding (routine disposition for taxes); A = award/grant (RSUs).

Context

The 1,060-share disposition is a routine tax-withholding action tied to the conversion of a performance-based award and is not the same as an open-market sale for cash. The RSU grants are derivative compensation that do not represent immediately tradable shares; they vest over three years and will convert to common stock according to the schedule. This filing corrects an earlier administrative error and does not, by itself, indicate a change in Lehman’s trading intent or market view.

Form 4/AAmended

Period: 2026-01-30

See Remarks

Transactions

Tax Payment
Common Stock
[F1][F2]
2026-01-30$82.81/sh−1,060$87,779→ 20,148 total
Award
Restricted Stock Units
[F3][F4]
2026-02-02+2,872→ 2,872 total
→ Common Stock (2,872 underlying)
Award
Non-Qualified Stock Options
[F5]
2026-02-02+6,906→ 6,906 total
Exercise: $81.59Exp: 2036-02-02→ Common Stock (6,906 underlying)

Footnotes (5)

[F1]This amendment is being filed to correct an administrative error in the amount of shares withheld for the payment of taxes upon conversion of a performance-based share award. The number of shares beneficially owned following this transaction were therefore also adjusted.
[F2]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.
[F3]Each restricted stock unit ("RSU") represents a conditional right to receive one share of common stock of the issuer.
[F4]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.
[F5]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 Gail E. Lehman|2026-02-13

1 file