Cedron Jorge Andres 4
4 · Orthofix Medical Inc. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Orthofix (OFIX) CLO Jorge Cedron Sells Shares
What Happened Jorge Andres Cedron, Chief Legal Officer of Orthofix Medical, sold a total of 2,775 shares in two open-market transactions to satisfy tax withholding on restricted stock units. On 2026-03-04 he sold 1,405 shares at a weighted average price of $12.92 for proceeds of $18,147; on 2026-03-05 he sold 1,370 shares at a weighted average price of $12.55 for proceeds of $17,195. Total proceeds were about $35,342. These sales were sell-to-cover transactions tied to RSU settlement (routine tax withholding), not discretionary market timing.
Key Details
- Transaction dates and amounts:
- 2026-03-04: 1,405 shares sold @ $12.92 (total ~$18,147). (Footnote F2: weighted-average; trades ranged $12.80–$13.03.)
- 2026-03-05: 1,370 shares sold @ $12.55 (total ~$17,195). (Footnote F4: weighted-average; trades ranged $12.48–$12.72.)
- Reason: Footnote F1 states these sales were made to satisfy tax withholding on RSU settlement per a pre-existing sell-to-cover requirement and were made without the reporting person’s discretion.
- Ownership after transaction: Form notes inclusion of 53,902 previously reported restricted stock units (Footnote F3). The Form 4 did not list a single consolidated post-transaction beneficial ownership total in the provided details.
- Filing timeliness: Report filed 2026-03-06 for transactions on 2026-03-04 and 2026-03-05 — appears timely (within SEC two-business-day Form 4 reporting window).
- Disclosure offer: Footnote F2 indicates the reporting person will provide a breakdown of shares sold at each separate price on request.
Context Sell-to-cover transactions are common when RSUs vest and shares are sold solely to cover taxes; they are routine and do not necessarily signal the insider’s view on the company’s prospects. The filing is informational: it documents the tax-related disposals rather than a voluntary sale indicating sentiment.
Insider Transaction Report
- Sale
Common Stock
[F1][F2][F3]2026-03-04$12.92/sh−1,405$18,147→ 64,119 total - Sale
Common Stock
[F1][F4][F3]2026-03-05$12.55/sh−1,370$17,195→ 62,749 total
Footnotes (4)
- [F1]Represents the number of shares of common stock sold to satisfy tax withholding obligations in connection with the settlement of restricted stock units, pursuant to a pre-existing sell-to-cover requirement previously approved and mandated by the Compensation and Talent Development Committee of the Company's Board of Directors (the administrator of the plan pursuant to which such restricted stock units were granted). Such sale was made without the exercise of any discretion by the reporting person.
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.80 to $13.03, inclusive. The reporting person undertakes to provide to Orthofix Medical Inc., any security holder of Orthofix Medical Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (4) to this Form 4.
- [F3]Includes 53,902 previously reported restricted stock units.
- [F4]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.48 to $12.72, inclusive.