LUCIANO JUAN R 4

What Happened

• Juan R. Luciano, President & CEO and a director of Archer-Daniels-Midland Co (ADM), exercised stock options on Feb 5, 2026 to acquire 581,099 shares at an exercise price of $33.18 per share, generating an acquired value of about $19,280,865.
• To satisfy the option exercise price and tax withholding, ADM withheld 414,728 of the shares (valued at $67.34 each in the filing, totaling about $27,927,784) rather than selling them on the open market. The transaction report also shows the derivative conversion of 581,099 option shares into common stock (reported at $0.00 as a conversion).

Key Details

• Transaction date: February 5, 2026.
• Option exercise (code M): 581,099 shares acquired @ $33.18 = $19,280,865.
• Tax/exercise withholding (code F): 414,728 shares withheld @ $67.34 = $27,927,784 (withheld by the company; not a market sale).
• Derivative conversion: 581,099 shares reported as converted (shown at $0.00 in filing to reflect conversion of the derivative).
• Shares owned after the transaction: not specified in the provided filing summary.
• Filing date: February 6, 2026 (covers Feb 5 transactions) — appears timely.
• Relevant footnotes: options were granted Feb 11, 2016 and exercised in anticipation of their Feb 11, 2026 expiration (F1); withheld shares satisfied tax and exercise obligations and did not involve a market sale (F2); options were fully exercisable (F3).

Context

• This was an option exercise with shares withheld to cover taxes and the exercise price — effectively a cashless exercise where the company retained shares rather than an open-market sale by the insider. Such exercises are common when long-dated options are exercised near expiration; the filing notes these options dated from 2016 and were approaching their 2026 expiration.
• The withholding did not represent an open-market sale that would signal immediate market disposition by the insider.