McCRACKEN BERNARD LOUIS III 4

What Happened Bernard Louis McCracken III, CFO and Treasurer of Lands' End, had 4,921 performance-based restricted stock units (RSUs issue code A) vest on March 5, 2026. The grant was recorded at $0 (compensation award). To satisfy tax withholding obligations, 1,836 of those shares were withheld by the issuer (code F) at $16.24 per share, totaling $29,817. After withholding, McCracken received a net 3,085 shares. The Form 4 was filed on March 9, 2026 (timely).

Key Details

• Transaction date: 2026-03-05 (reported on Form 4 filed 2026-03-09)
• Award (A): 4,921 shares issued upon vesting; price reported $0 (compensation)
• Tax withholding (F): 1,836 shares withheld @ $16.24 = $29,817 (treated as a disposition for tax purposes)
• Net shares received by insider: 3,085 (4,921 − 1,836)
• Footnotes: F1 — shares issued upon determination that performance criteria for RSUs awarded 6/14/2023 were met; F2 — shares withheld to satisfy tax withholding obligation
• Shares owned after transaction: not specified in the provided filing
• Timeliness: Filed 2026-03-09 for 2026-03-05 transaction (within the Form 4 reporting window)

Context This was a compensation-related vesting of performance RSUs, not an open-market purchase or investment sale. Withholding shares to cover taxes is a routine administrative step (cashless withholding) and does not by itself indicate an insider buying or selling stock for investment reasons.