STACK EDWARD W 4

What Happened

• Edward W. Stack (reported as a 10% owner) exercised 210,478 stock options at an adjusted exercise price of $32.77 (total cash cost ≈ $6,897,364) on 2026-03-31, and the 210,478 shares were sold in multiple open-market transactions the same day. The sales were completed in tranches for aggregate gross proceeds of ≈ $41,608,926.
• The pattern (exercise followed by same-day sales of the exercised shares) is consistent with a cashless exercise/monetization of optioned shares rather than an outright open-market purchase.

Key Details

• Transaction date: 2026-03-31 (filed 2026-04-01 — timely).
• Exercise: 210,478 shares acquired at $32.77 each (adjusted exercise price per footnote F1).
• Sales: 210,478 shares sold in multiple trades at prices ranging roughly from $195.36 to $200.36, in tranches that generated about $41.6M total:
  • 11,832 shares @ ~$195.77 (≈ $2.32M)
  • 73,136 shares @ ~$197.01 (≈ $14.41M)
  • 86,848 shares @ ~$197.84 (≈ $17.18M)
  • 22,722 shares @ ~$198.65 (≈ $4.51M)
  • 15,940 shares @ ~$200.02 (≈ $3.19M)
• Price ranges per footnotes: $195.36–$196.3415 (F3), $196.3566–$197.3534 (F4), $197.36–$198.35 (F5), $198.36–$199.2614 (F6), $199.4079–$200.36 (F7).
• Holdings noted in the filing: the reporting person remains a significant owner (10% owner). Footnotes list large Class B holdings and trust holdings (e.g., 5,281,431 Class B shares per F2; trusts holding 1,411,383; 2,000,000; and 1,000,000 Class B shares in F8–F10).
• Other footnotes: F1 explains the adjusted exercise price due to a special cash dividend; F11 describes vesting schedule for the option. No 10b5-1 plan or late filing was indicated.

Context

• For retail investors: this was an option exercise immediately followed by sales of the same shares (a common way for insiders to realize gains or cover exercise/tax costs). Sales after exercising do not necessarily indicate a negative view of the company on their own.
• As a reported 10% owner, Stack is a large shareholder via Class B shares (which carry enhanced voting power and are often held in trusts), so these transactions reflect management/owner liquidity rather than routine small insider trades.