NOVAKOVIC PHEBE N 4

What Happened

• Phebe N. Novakovic, Chairman and CEO of General Dynamics, received equity awards and had shares withheld to satisfy tax withholding on vested performance stock units (PSUs). On 2026-03-04 she was credited with awards totaling 122,952 shares (46,342 + 10,470 + 66,140), all reported at $0.00 per share as awards/grants. Simultaneously, 20,901 shares were withheld/disposed at $362.35 per share to cover tax obligations, a withholding value of $7,573,477.
• The withholding was a tax-related disposition under the company equity plan (not an open-market sale). The PSUs include additional units issued upon achievement of performance criteria and accrued dividend equivalents and are settled in shares.

Key Details

• Transaction date: 2026-03-04; Form 4 filed: 2026-03-06 (appears timely).
• Prices reported: awards at $0.00; tax-withheld shares at $362.35 each; tax-withholding value = $7,573,477.
• Award breakdown: 46,342 shares (PSU-related, F1), 10,470 shares (restricted stock subject to 3-year service vesting, F3), and 66,140 shares reported as derivative/award (F1).
• Tax withholding: 20,901 shares withheld under the equity plan to satisfy tax obligations on release of PSUs (footnote F2).
• Shares owned after the transactions are not specified in the provided filing excerpt.

Context

• These transactions are award vesting and tax withholding events: PSUs were settled into shares (including additional performance-based units and dividend equivalents), and a portion of those shares was withheld to pay taxes. This is a routine compensation-related event and not an open-market sale indicating a trading decision. Restricted shares referenced will be released after the stated service period.