Gellert John M 4
4 · SEACOR Marine Holdings Inc. · Filed Mar 10, 2026
Research Summary
AI-generated summary of this filing
SEACOR Marine (SMHI) CEO John Gellert Converts PRSUs; Shares Withheld
What Happened
- John M. Gellert, President, CEO and a director of SEACOR Marine Holdings, had one tranche of 9,562 performance restricted stock units (PRSUs) convert into 9,562 shares on 2026-03-07.
- To satisfy tax withholding, 4,193 of those shares were withheld/disposed at $7.31 per share for a total withholding value of $30,651. Net shares issued to him from this tranche: 5,369.
- The filing shows the derivative instrument was converted (transaction code M) and the withholding/tax payment was reported as a disposition (transaction code F). This was a compensation vesting/conversion event rather than an open-market buy or sell.
Key Details
- Transaction date: 2026-03-07; Form 4 filed: 2026-03-10 (timely).
- Conversion: 9,562 PRSUs -> 9,562 common shares (reported as M, $0.00 for derivative disposition/conversion).
- Tax withholding: 4,193 shares withheld @ $7.31 = $30,651 (reported as F).
- Net new shares to insider from this tranche: 5,369.
- Relevant footnotes: PRSUs convert one-for-one into common stock (F1); this was one tranche of the 2023 PRSU grant that met performance/service conditions and vested (F6); other footnotes note indirect ownership via related entities and disclaimers (F2–F5).
- No indication of a 10b5-1 plan or late filing in the report.
Context
- This was a vesting/conversion of performance RSUs after a performance goal was met — a routine compensation event. Shares were not sold on the open market; instead a portion was withheld to cover tax obligations (a common cashless-withholding method).
- The 2023 PRSU award consisted of five tranches tied to stock-price goals; only this tranche vested and the remaining 2023 PRSUs were forfeited per the footnote.
Insider Transaction Report
Form 4
Gellert John M
DirectorPresident and CEO
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-03-07+9,562→ 1,057,215 total - Tax Payment
Common Stock
2026-03-07$7.31/sh−4,193$30,651→ 1,053,022 total - Exercise/Conversion
Performance Restricted Stock Units
[F1][F6]2026-03-07−9,562→ 0 totalFrom: 2026-03-07Exp: 2026-03-07→ Common Stock (9,562 underlying)
Holdings
- 109,109(indirect: By LLC)
Common Stock
[F2] - 95,158(indirect: By LLC)
Common Stock
[F3] - 26,557(indirect: By Trust)
Common Stock
[F4] - 17,180(indirect: By LLC)
Common Stock
[F5]
Footnotes (6)
- [F1]Performance restricted stock units ("PRSUs") convert into shares of Common Stock on a one-for-one basis.
- [F2]The shares reported here are indirectly owned by the Reporting Person through JMG Assets, LLC. The Reporting Person is the manager of JMG Assets, LLC.
- [F3]The shares reported here are indirectly owned by the Reporting Person through JMG GST LLC. The Reporting Person is the manager of JMG GST LLC.
- [F4]The Reporting Person is a co-investment director and beneficiary of the Michael E. Gellert 2011 Family Trust, and of which he disclaims beneficial ownership except to the extent of his pecuniary interest in the shares.
- [F5]The Reporting Person serves as a manager of MCG Assets, LLC and, as such, has the power to direct the voting and disposition of the reported shares. The Reporting Person disclaims beneficial ownership except to the extent of his pecuniary interest in the shares.
- [F6]On 3/7/23, the Reporting Person was granted 47,810 PRSUs ("2023 PRSUs") consisting of five equal tranches, each of which would be earned if and when the closing price of one share of Common Stock equals or exceeds the specified stock price performance goal for such tranche for 60 consecutive trading days during the three year performance period beginning on the grant date, provided that any earned PRSUs would not be settled until the third anniversary of the grant date, subject to satisfaction of the service-based vesting requirements set forth in the award agreement. The specified stock price performance goals for each tranche were $11.61, $13.21, $14.91, $16.62 and $18.22, respectively. The service-based vesting requirements and one of the specified stock price performance goals were satisfied during the performance period ending 3/7/26, and the shares of Common Stock were issued at such date with respect to one tranche of the 2023 PRSUs. The remaining 2023 PRSUs were forfeited.
Signature
/s/ Andrew H. Everett II, Attorney-in-Fact|2026-03-10