Oswald Stephen G 4
4 · DUCOMMUN INC /DE/ · Filed May 12, 2026
Research Summary
AI-generated summary of this filing
Ducommun (DCO) CEO Stephen Oswald Returns 5,135 RSUs (Tax & Clawback)
What Happened
Stephen G. Oswald, Ducommun's Chairman, President & CEO, reported that 5,135 restricted stock units settled on May 8, 2026. To satisfy tax withholding, 2,546 shares were surrendered at $137.23 per share (value ~$349,388). Separately, 2,589 shares were returned to the issuer under the company’s Clawback Policy after a restatement of prior financial statements; those returned shares have no value reported on the Form 4.
Key Details
- Transaction date: May 8, 2026 (reported on Form 4 filed May 12, 2026). Filing appears timely.
- Tax withholding: 2,546 shares withheld at $137.23/share — cashless withholding (code F) totaling $349,388.
- Clawback return: 2,589 shares returned to the issuer under the Second Amended and Restated Clawback Policy (code D); no dollar amount reported.
- Underlying grant: 5,135 RSUs that settled on May 8, 2026 were affected; net result = no shares delivered to the reporting person.
- Shares owned after transaction: not specified in the filing.
- Footnotes: Filing cites the issuer’s Form 8‑K (May 1, 2026) and the company’s Clawback Policy as the reason certain vested units were not delivered.
Context
This was not an open-market sale or a purchase — it was an administrative settlement of RSUs with shares withheld for taxes and the balance returned under a clawback tied to a financial statement restatement. Such withholdings are routine for tax obligations; clawback returns reflect company policy adjustments and do not necessarily signal voluntary selling by the executive.
Insider Transaction Report
- Tax Payment
Common Stock
[F1]2026-05-08$137.23/sh−2,546$349,388→ 416,838 total - Disposition to Issuer
Common Stock
[F2]2026-05-08−2,589→ 414,249 total
Footnotes (2)
- [F1]Represents a reduction in shares to satisfy the tax withholding obligations of the Issuer with respect to the settlement, on May 8, 2026, of 5,135 restricted stock units.
- [F2]In connection with the operation of the Issuer's Second Amended and Restated Clawback Policy (the "Clawback Policy") with respect to the restatement and revision of the Issuer's previously issued financial statements, as reported in the Issuer's Form 8-K filed on May 1, 2026, the Issuer determined that the Reporting Person would not have earned certain compensation had such compensation been determined based on the restated financial statements. As a result, 5,135 stock units that vested on May 8, 2026 were not delivered to the Reporting Person and 2,589 shares of the Issuer's common stock were returned to the Issuer in accordance with the Issuer's Clawback Policy.