Thomas Benjamin E. 4

4 · VSE CORP · Filed Mar 10, 2026

AI-generated summary of this filing

Updated Mar 11, 2026

VSE (VSEC) COO Thomas Benjamin Receives Shares; 1,518 Withheld

What Happened

Thomas Benjamin, Chief Operating Officer of VSE Corp (VSEC), received shares upon the vesting/conversion of restricted stock units (RSUs) and performance RSUs (PRSUs). The filing shows acquisitions of 2,879 shares (award/vesting) and 978 shares (conversion of performance units), for a total of 3,857 shares acquired. To cover tax withholding, 1,518 shares were surrendered/withheld on March 9, 2026, at an implied value of $217.74 per share for a total of $330,529. The filing also records a technical derivative disposition of 978 shares (reported as $0) associated with the conversion.

Key Details

Transaction dates: March 8, 2026 (vesting/conversion/award); March 9, 2026 (tax withholding).
Reported amounts:
- Acquired: 2,879 shares (award/vesting) and 978 shares (conversion of PRSUs) — total 3,857 shares.
- Disposed/withheld for taxes: 1,518 shares @ $217.74 each = $330,529.
- A derivative conversion entry for 978 shares is reported as a $0 disposition (technical reporting item).
Footnotes from filing:
- F1/F3: Acquisitions represent vesting of RSUs and PRSUs granted March 8, 2024 (PRSUs for performance period ended 12/31/2025).
- F2: Each RSU = one share of common stock.
- F4: Withholding of shares to cover tax liability for the vesting.
- F5: The RSUs vest in three substantially equal installments.
Shares owned after transaction: Not provided in the excerpt of the filing.
Filing timeliness: Reported on March 10, 2026 for transactions on March 8–9, 2026 (appears timely).

Context

These transactions are primarily award-based (vesting/conversion of RSUs and PRSUs), not open-market buys or discretionary sales. The withholding of 1,518 shares to cover taxes is a routine administrative disposition and does not necessarily indicate an active sale for investment reasons.
The derivative entries reflect conversion/exercise of performance-based units into common shares; some entries can appear as both acquisition and technical disposition on Form 4 for administrative or tax-settlement reasons.

Form 4

Period: 2026-03-08

Chief Operating Officer

Transactions

Exercise/Conversion
Common Stock, par value $.05
[F1][F2]
2026-03-08+978→ 44,975 total
Award
Common Stock, par value $.05
[F3]
2026-03-08+2,879→ 47,854 total
Tax Payment
Common Stock, par value $.05
[F4]
2026-03-09$217.74/sh−1,518$330,529→ 46,336 total
Exercise/Conversion
Restricted Stock Units
[F2][F5]
2026-03-08−978→ 978 total
→ Common Stock (978 underlying)

Footnotes (5)

[F1]Represents acquisition of shares of VSE common stock upon vesting of RSUs that were granted on March 8, 2024.
[F2]Each restricted stock unit represents a right to receive one share of VSEC common stock.
[F3]Represents acquisition of shares of VSE common stock upon vesting of PRSUs that were granted on March 8, 2024 for the performance period ended December 31, 2025.
[F4]Represents withholding of shares of VSE common stock for the tax liability associated with the vesting of RSUs and PRSUs.
[F5]These restricted stock units granted on March 8, 2024 vest in three substantially equal installments.

Signature

Tobi B. Lebowitz, Attorney-in-Fact|2026-03-10

1 file