Kouplen Angela 4

What Happened

• Angela Kouplen, Senior Vice President & Chief Human Resources Officer at ONE Gas (OGS), exercised/converted equity and received awards in mid‑February 2026. Across transactions on Feb 14 and Feb 16 she acquired 6,736.059 shares (total value reported ≈ $579,570) and disposed of 4,599.712 shares (≈ $395,759). The net result was an increase of 2,136.347 shares held (net value ≈ $183,811).
• Transactions include: exercise/conversion of derivative awards, issuance of grant/award shares, withholding of shares to cover tax liability, and immediate disposals (sales) of some derivative shares. Reported per‑share price for all entries: $86.04.

Key Details

• Transaction dates & prices: Feb 14, 2026 and Feb 16, 2026 — all at $86.04 per share.
• Major line items (selected):
  • Acquired: 2,182.772 & 718.287 shares (exercises) and 2,301 & 1,534 shares (grants) — total acquired 6,736.059 shares (~$579,570).
  • Disposed: 1,000.109 & 300.603 shares withheld for taxes (payment of exercise price/tax) and 2,639 & 660 derivative shares disposed (sales) — total disposed 4,599.712 shares (~$395,759).
  • Shares withheld for taxes: 1,300.712 shares (~$111,913).
  • Shares sold immediately (derivative disposals): 3,299 shares (~$283,846).
• Footnotes of note:
  • Some shares came from performance units that vested and were certified by the Executive Compensation Committee (76% payout certified Feb 16, 2026).
  • Other awards were restricted/performance units with multi‑year vesting (some awards vesting Feb 17, 2029 per grant terms).
  • Codes: M = exercise/conversion of derivative; A = award/grant; F = shares withheld for tax/payment.
• Filing timeliness: Form 4 was filed Feb 19, 2026 covering Feb 14–16 transactions. That filing date appears to be after the standard 2 business‑day reporting window for at least some transactions.

Context

• For retail investors: these were largely routine equity compensation events (exercises, vesting and issuance of awards), with shares withheld to cover taxes and some derivative shares sold immediately (cashless exercise/sale). Such filings often reflect compensation mechanics rather than independent bullish or bearish bets by the insider.
• The filing includes both already‑vested/performance payouts (issued) and awards that will vest in future years (2029 vesting schedules).