Cowley Samuel C 4

What Happened
Samuel C. Cowley, General Counsel & Secretary of Insight Enterprises (NSIT), had restricted stock units convert into 5,577 common shares on February 20, 2026 (reported as derivative conversion/exercise, code M). To satisfy statutory tax withholding obligations the company withheld 1,620 whole shares (code F) at $85.50 per share, a withholding value of $138,512. After withholding, Cowley received a net 3,957 shares.

Key Details

• Transaction date: February 20, 2026. Form filed: February 24, 2026 (filed within the two-business-day window for officers).
• Acquired: 5,577 shares at $0.00 (conversion of restricted stock units).
• Withheld/Disposed for taxes: 1,620 shares at $85.50/share, total ~$138,512. Net shares received: 3,957.
• Shares owned after transaction: not disclosed in the provided excerpt.
• Relevant footnotes: F1 = shares withheld to satisfy tax withholding; F2–F8 describe that these are restricted stock units (one RSU = one share) with performance-based features and multi-year vesting schedules from grants made in 2023–2025.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = payment of tax liability (share withholding). No 10b5-1 plan or late filing noted in the provided data.

Context
This was not an open-market purchase or discretionary sale — it was the routine settlement/vesting of restricted stock units with net share settlement (company withheld shares to cover taxes). Such filings reflect compensation being delivered in equity; they are administrative and do not necessarily signal the insider’s view of the company’s stock price.