Smith Carey A. 4

What Happened Carey A. Smith, President & CEO and a director of Parsons Corporation (PSN), received equity awards on Feb 20, 2026 and had 67,755 shares withheld to cover tax obligations. The filing shows three awards (59,844; 44,883; and 150,231 shares) totaling 254,958 restricted/performance stock units (RSUs/PSUs). Separately, 67,755 shares were surrendered/disposed at $65.53 per share to satisfy tax liabilities, totaling $4,439,985. The withholding was reported under transaction code F (payment of exercise price or tax liability), not as an open-market sale.

Key Details

• Transaction date(s): February 20, 2026; Form 4 filed February 24, 2026 (timely filing).
• Awards: 59,844; 44,883; and 150,231 RSU/PSU awards (total 254,958 units).
• Withholding/tax disposition: 67,755 shares @ $65.53 = $4,439,985 (code F).
• Vesting notes: some RSUs vest in installments beginning March 10, 2027 (some over 3 years, others over 4 years); PSUs vested upon meeting performance goals and converted to shares per the Compensation Committee determination.
• Other note: filing footnotes reference 276 shares purchased under the Employee Stock Purchase Plan (ESPP).
• Shares owned after transaction: not specified in the provided filing details.

Context

• Award vs. sale: The reported activity is primarily equity awards (RSUs/PSUs) granted or vested. The 67,755-share disposition was for tax withholding, a routine administrative action, not an open-market sale signaling a directional trade.
• Vesting structure: RSUs are time-based (multi-year vesting schedules) and PSUs vested based on company performance metrics, which is why some awards converted to shares immediately while others will vest in future installments.
• For retail investors: award grants increase insider exposure to company stock over time but do not necessarily indicate a near-term bullish or bearish signal.