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AUTOLIV INC·4

Feb 23, 7:00 AM ET

Fox Kevin 4

4 · AUTOLIV INC · Filed Feb 23, 2026

Research Summary

AI-generated summary of this filing

Updated

Autoliv (ALV) President Kevin Fox Exercises Options, Receives RSUs

What Happened

  • Kevin Fox, President, Autoliv Americas, reported conversions/exercises of performance-based restricted stock units (RSUs/PSUs) and new RSU awards on Feb 19, 2026. The filing shows conversion/exercise activity of about 2,592 shares (derivative exercise/conversion) and multiple RSU/PSU grants: 603.927, 1,221.785, 1,346.445 and 899 RSUs (all recorded as derivative awards at $0).
  • As part of the vesting/conversion, 743 shares were withheld to satisfy tax withholding at an indicated price of $123.15 per share, totaling $91,500 (code F — tax withholding). Other transactions were recorded at $0 per share (derivative conversions/grants).

Key Details

  • Transaction date: 2026-02-19; Form filed: 2026-02-23 (timely filing).
  • Reported share movements: conversion/exercise of ~2,592 shares; grants/awards of 603.927 / 1,221.785 / 1,346.445 / 899 RSUs; 743 shares withheld for taxes at $123.15 each = $91,500.
  • Shares owned after these transactions: not specified in the filing.
  • Notable footnotes:
    • F1/F2: RSUs represent contingent rights to one share; fractional RSUs are rounded down at vesting.
    • F3–F5: The reported PSUs come from multi-year performance award programs (granted in Feb 2023, Feb 2024, and Feb 2025) covering separate one-year performance periods; these entries reflect PSUs earned for the 2025 performance year where EPS and GHG goals were achieved above threshold.
    • F6–F8: Final vesting/conversion of performance-based RSUs is subject to completion of the applicable three one-year performance periods and committee certification.
  • Transaction codes explained: M = exercise/conversion of derivative, A = award/grant, F = tax withholding.

Context

  • These transactions appear to be vesting/conversion of compensation awards and routine tax-withholding rather than an open-market buy or sale. The withholding of 743 shares to satisfy taxes is effectively a cashless withholding related to the award conversion.
  • Several of the reported PSUs relate to multi-year performance programs and may still be subject to future vesting rules and committee certification for later performance cycles; the filing documents which performance periods and which goals were met for the 2025 period.

Insider Transaction Report

Form 4
Period: 2026-02-19
AUTOLIV INCALV
Fox Kevin
President, Autoliv Americas
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-19+2,592→ 7,447 total
  • Tax Payment

    Common Stock

    2026-02-19$123.15/sh−743$91,500→ 6,704 total
  • Award

    Performance-Based Restricted Stock Units (2023 Grant)

    [F1][F3][F6]
    2026-02-19+603.927→ 2,592.923 total
    Exercise: $0.00→ Common Stock (603.927 underlying)
  • Exercise/Conversion

    Performance-Based Restricted Stock Units (2023 Grant)

    [F1][F2]
    2026-02-19−2,592.923→ 0 total
    Exercise: $0.00From: 2026-02-19Exp: 2026-02-19→ Common Stock (2,592.923 underlying)
  • Award

    Performance-Based Restricted Stock Units (2024 Grant)

    [F1][F4][F7]
    2026-02-19+1,221.785→ 2,254.146 total
    Exercise: $0.00→ Common Stock (1,221.785 underlying)
  • Award

    Performance-Based Restricted Stock Units (2025 Grant)

    [F1][F5][F8]
    2026-02-19+1,346.445→ 1,346.445 total
    Exercise: $0.00→ Common Stock (1,346.445 underlying)
  • Award

    Restricted Stock Unit

    [F1]
    2026-02-19+899→ 899 total
    Exercise: $0.00From: 2029-02-19Exp: 2029-02-19→ Common Stock (899 underlying)
Footnotes (8)
  • [F1]Each RSU represents a contingent right to receive one share of ALV common stock.
  • [F2]Fractional RSUs are rounded down to the nearest whole number at vesting, the fractional amount is forfeited.
  • [F3]The performance-based RSUs granted in February 2023 are comprised of three separate one-year performance periods for each of calendar years 2023, 2024 and 2025. All PSUs will vest following 2025, to the extent earned and subject to the reporting person's continued employment. Reflects the PSUs that were earned over the third one-year performance period (January 1, 2025 - December 31, 2025) based on the level of achievement of pre-determined performance goals related to (i) Organic Sales Growth vs. Light Vehicle Production Growth (25%), (ii) Earnings Per Share (60%), and (iii) Greenhouse Gas Emissions (15%). The goals for (ii) and (iii) were achieved above the threshold level.
  • [F4]The performance-based RSUs granted in February 2024 are comprised of three separate one-year performance periods for each of calendar years 2024, 2025, and 2026. All PSUs will vest following 2026, to the extent earned and subject to the reporting person's continued employment. Reflects the PSUs that were earned over the second one-year performance period (January 1, 2025 - December 31, 2025) based on the level of achievement of pre-determined performance goals related to (i) Organic Sales Growth vs. Light Vehicle Production Growth (25%), (ii) Earnings Per Share (60%), and (iii) Greenhouse Gas Emissions (15%). The goals for (ii) and (iii) were achieved above the threshold level.
  • [F5]The performance-based RSUs granted in February 2025 are comprised of three separate one-year performance periods for each of calendar years 2025, 2026 and 2027. All PSUs will vest following 2027, to the extent earned and subject to the reporting person's continued employment. Reflects the PSUs that were earned over the first one-year performance period (January 1, 2025 - December 31, 2025) based on the level of achievement of pre-determined performance goals related to (i) Organic Sales Growth vs. Light Vehicle Production Growth (25%), (ii) Earnings Per Share (60%), and (iii) Greenhouse Gas Emissions (15%). The goals for (ii) and (iii) were achieved above the threshold level.
  • [F6]The performance-based RSUs, as adjusted if necessary, vest and convert to shares in one installment after the completion of the third one-year performance period ending December 31, 2025 and the Leadership Development and Compensation Committee's certification of the level of achievement of the applicable performance objectives.
  • [F7]The performance-based RSUs, as adjusted if necessary, vest and convert to shares in one installment after the completion of the third one-year performance period ending December 31, 2026 and the Leadership Development and Compensation Committee's certification of the level of achievement of the applicable performance objectives.
  • [F8]The performance-based RSUs, as adjusted if necessary, vest and convert to shares in one installment after the completion of the third one-year performance period ending December 31, 2027 and the Leadership Development and Compensation Committee's certification of the level of achievement of the applicable performance objectives.
Signature
Brian Kelly by POA from Kevin Fox|2026-02-23

Documents

1 file
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    ownership.xmlPrimary

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