MICHAEL JONATHAN E 4

What Happened
Director Michael Jonathan exercised stock options and received vested restricted stock units, and sold 2,740 shares in an open‑market transaction on May 20, 2026. Transactions reported include: exercise of 6,000 options at $30.45 (cost $182,670), exercise/conversion of 2,580 derivative units (terms N/A), a sale of 2,740 shares at $66.86 for $183,196, and the vesting/award of 3,200 restricted stock units (RSUs). Several derivative line items show shares disposed at $0, which indicates shares were surrendered as part of the option exercise/net settlement or for tax withholding rather than a cash sale.

Key Details

• Transaction date: May 20, 2026; Form 4 filed May 22, 2026 (appears timely).
• Open‑market sale: 2,740 shares @ $66.86 = $183,196.
• Option exercise(s): 6,000 shares exercised @ $30.45 (paid $182,670); 2,580 shares exercised/converted (acquisition price N/A in filing).
• Vesting/award: 3,200 RSUs granted/vested (reported as acquisition at $0). Footnotes say these RSUs were granted May 21, 2025, include 33 dividend equivalents, and convert 1:1 to common stock; RSUs vest 100% on the earlier of the first anniversary of the grant or the issuer's 2027 annual meeting. Stock option was fully vested as of grant.
• Several derivative dispositions reported at $0—these typically reflect net share settlement or withholding to cover exercise costs/taxes, not open‑market sales.
• Shares owned after the transactions: not specified in the provided summary.

Context

• This filing shows both acquisitions (option exercises and RSU vesting) and an open‑market sale. The sale of 2,740 shares for roughly $183k appears to be a routine disposition that coincided with exercises and net settlements; some shares were likely surrendered to cover exercise costs or tax withholding (zero‑dollar derivative dispositions).
• Purchases/awards (exercises and RSU vesting) are often more informative about insider accumulation; here the director acquired equity through exercises and vested RSUs while also selling a portion in the market.
• All items are factual reporting of transactions; no inference about motivation should be assumed.