MacLeod Douglas 4

What Happened
MacLeod Douglas, President, Financial Services at CNH Industrial (CNH), had 7,000 restricted share units (RSUs) vest and convert into 7,000 common shares on May 4, 2026. To cover tax withholding, the issuer withheld 2,240 of those shares at $10.62 per share for a withholding value of $23,789, leaving a net delivery of 4,760 shares to Douglas. The RSU conversion is recorded as a derivative exercise/conversion (code M); the withholding is recorded as a tax withholding disposition (code F).

Key Details

• Transaction date: May 4, 2026 (Form 4 filed May 5, 2026).
• Conversion: 7,000 RSUs converted one-for-one into common shares (code M). No exercise cash payment required (RSUs vest).
• Tax withholding: 2,240 shares withheld (code F) at $10.62 per share = $23,789. Net shares retained by insider = 4,760.
• Shares owned after transaction: not specified in the provided data.
• Footnotes: F1 notes RSUs convert one-for-one; F2 confirms the 2,240 shares were withheld to cover taxes on the May 4 vesting; F3 lists prior and remaining RSU grants and vesting schedules.
• Timeliness: Filing appears timely (transaction on May 4, filed May 5).

Context
This was a standard RSU vesting event (award conversion), not an open‑market purchase or a voluntary sale by the insider. The withholding of shares to satisfy tax obligations is routine (a cashless withholding) and is common with equity compensation — it generally reflects tax mechanics rather than a signal of sentiment. The filing also shows other outstanding RSU grants with future vesting dates (see footnote F3).