Clark Michael S. 4

What Happened Michael S. Clark, Senior Vice President – Policy & Administration at LKQ Corp (LKQ), received an award of 9,003 restricted stock units (RSUs) on 2026-02-20 valued at $33.33 each (total ~$300,025). To satisfy tax withholding on vesting, 601.15 shares were withheld/disposed on 2026-02-19 at $33.09 per share (total ~$19,892). The RSU award is an acquisition; the share withholding is a routine tax-related disposition, not an open-market sale.

Key Details

• Transactions and values:
  • 2026-02-20: Award of 9,003 RSUs @ $33.33 = $300,025 (code A — acquisition/award).
  • 2026-02-19: 601.15 shares withheld @ $33.09 = $19,892 to cover tax withholding (code F — disposition for tax).
• Shares owned after the reported transactions: Not disclosed in the filing.
• Filing: Form 4 filed on 2026-02-23 reporting transactions dated 2026-02-19 and 2026-02-20. The filing lists the events and applicable footnotes; no late-filing flag is shown in the reported data.
• Footnotes from the filing:
  • F1: Shares withheld by the issuer to pay required tax withholding upon vesting.
  • F2: Represents an award of restricted stock units.

Context

• This filing reflects an equity award (RSUs) to an executive and the routine withholding of shares to cover taxes — a common, administrative transaction that does not by itself indicate insider buying or selling sentiment.
• For retail investors: awards increase insider exposure over time as RSUs vest, but withheld shares for taxes are standard and reduce the net new shares received.