Christopher Martin D. 4
4 · LANDS' END, INC. · Filed Apr 6, 2026
Research Summary
AI-generated summary of this filing
Lands' End (LE) CTO Christopher D. Martin Receives RSUs, Sells Shares
What Happened
- Christopher D. Martin, EVP and Chief Technology Officer of Lands' End (LE), reported multiple transactions on April 1, 2026. He acquired 13,150 shares as an RSU award and recorded an exercise/conversion of 5,106 derivative units (total acquired = 18,256 shares).
- Dispositions reported: 530 shares sold in the tender/open offer at $45.00 each for $23,850; two tax-withholding disposals of 1,634 and 4,208 shares at $11.56 each (total withheld = 5,842 shares, ~$67,533); plus a reported derivative disposition of 5,106 shares (reported at $0). Total reported disposal value in the filing = $91,383.
- These entries reflect vesting/issuance of RSUs and associated tax-withholding and sale activity rather than an open-market purchase. Purchases (bullish signals) are not present here; the filing mainly documents compensation vesting and selling/withholding.
Key Details
- Transaction date: April 1, 2026; Form 4 filed April 6, 2026.
- Prices and values: 530 shares sold at $45.00 = $23,850; tax-withheld disposals 1,634 and 4,208 shares at $11.56 each (~$18,889 and ~$48,644).
- Reported acquisitions: 13,150 RSUs (award) and 5,106 exercised/converted units (M).
- Reported disposals: 530 (S), 1,634 (F), 4,208 (F), and a 5,106 derivative disposition (M).
- Shares owned after transaction: Not specified in the provided excerpt.
- Notable footnotes: F2 = shares withheld to satisfy tax obligation; F3 = 530 shares sold pursuant to a tender offer by LEWHP, LLC at $45.00/share; F4–F7 = details/vesting schedule of the Retention Award and other RSU grants.
- Filing timeliness: Form filed Apr 6, 2026 for Apr 1 transactions; no late-filing flag shown in this excerpt.
Context
- These transactions largely reflect compensation vesting (RSU awards and conversions) and tax-withholding, common insider reporting events that do not necessarily signal a change in insider sentiment.
- The conversion/exercise (M) entries indicate derivative awards were converted into shares; the filing shows both acquisition and a corresponding derivative disposition entry for 5,106 shares (a reporting detail tied to the conversion/settlement).
- The only cash sale reported was 530 shares sold in the buyer’s tender offer at $45/share. Retail investors typically treat grants/vests and withholding as routine; purchases would be a clearer bullish signal.
Insider Transaction Report
Form 4
Christopher Martin D.
EVP, Chief Technology Officer
Transactions
- Sale
Common Stock
[F3]2026-04-01$45.00/sh−530$23,850→ 6,444 total - Exercise/Conversion
Common Stock
[F1]2026-04-01+5,106→ 11,550 total - Tax Payment
Common Stock
[F2]2026-04-01$11.56/sh−1,634$18,889→ 9,916 total - Award
Common Stock
[F4]2026-04-01+13,150→ 23,066 total - Tax Payment
Common Stock
[F2]2026-04-01$11.56/sh−4,208$48,644→ 18,858 total - Exercise/Conversion
Restricted Stock Units
[F1][F5]2026-04-01−5,106→ 50,266 totalExercise: $0.00→ Common Stock (5,106 underlying) - Award
Restricted Stock Units
[F1][F6][F7]2026-04-01+13,150→ 63,416 totalExercise: $0.00→ Common Stock (13,150 underlying)
Footnotes (7)
- [F1]Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock upon satisfaction of the vesting conditions.
- [F2]Shares withheld by the issuer to satisfy reporting person's tax withholding obligation incurred in connection with the vesting of RSUs.
- [F3]Shares sold pursuant to the tender offer by LEWHP, LLC, a wholly owned indirect subsidiary of WH Topco, L.P., to purchase up to 2,222,222 of the outstanding shares of common stock of the Registrant, in exchange for $45.00 per share in cash, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated February 26, 2026 (as amended), and the related Letter of Transmittal.
- [F4]Shares issued upon the April 1, 2026 closing (the "Closing") of the Membership Interest Purchase Agreement by and among the Registrant, Lands' End Direct Merchants, Inc., WH Borrower, LLC, WH Topco, L.P., and LEWHP LLC, dated January 26, 2026, pursuant to the performance-based RSUs awarded on April 4, 2025, as modified March 5, 2026 (the "Retention Award"). Pursuant to the terms of the Retention Award, fifty percent (50%) of the Retention Award vested upon the Closing, twenty-five percent (25%) will vest upon the one-year anniversary of the Closing and twenty-five percent (25%) will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
- [F5]This RSU award was granted on April 1, 2024, with vesting in three installments on April 1, 2025 (25%), April 1, 2026 (25%) and April 1, 2027 (50%).
- [F6]Pursuant to the terms of the Retention Award 6,575 shares will vest on April 1, 2027 and 6,575 shares will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
- [F7]Of the total number of RSUs, 10,212 shares will vest on April 1, 2027; 5,152 shares will vest on March 24, 2027 and 10,303 shares will vest on March 24, 2028; 6,149 shares will vest on March 23, 2027, 6,150 shares will vest on March 23, 2028 and 12,300 shares will vest on March 23, 2029; and 6,575 shares will vest on April 1, 2027 and 6,575 shares will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
Signature
/s/ Peter L. Gray as attorney-in-fact for Martin Christopher|2026-04-06