Demmerle Stefan 4

What Happened

• Stefan Demmerle, Vice President at BorgWarner (BWA), was credited with 55,689 performance shares on Feb 4, 2026 (award value recorded at $0.00 per share as an issued award). On the same date, 24,401 shares were disposed/withheld at $48.57 per share to satisfy tax withholding obligations, generating proceeds of $1,185,157.
• The award represents performance shares and dividend shares earned for the 2023–2025 performance period (footnote F1). The withholding/ disposition was done to cover taxes due upon vesting (footnote F3), a routine administrative action rather than an open‑market sale for investment reasons.

Key Details

• Transaction dates: Feb 4, 2026 (reported on Form 4 filed Feb 6, 2026); filing appears timely (filed two days after the transactions).
• Transactions: A (award/acquisition) — 55,689 shares at $0.00; F (tax withholding/disposition) — 24,401 shares disposed at $48.57, proceeds ~$1,185,157.
• Footnotes: F1 = performance shares and dividend shares for 2023–2025; F3 = shares withheld to cover taxes on vesting; F2 notes an adjustment to the reported beneficial ownership after reconciling issuer records.
• Shares owned after transaction: filing references an ownership adjustment (F2); the post-transaction beneficial ownership count is not specified in the summary data provided.

Context

• This was a vesting of performance-based restricted stock (award) with a simultaneous withholding of a portion of shares to pay taxes — a common, administrative transaction that does not necessarily signal a management view on the stock.
• For retail investors, purchases or open-market buys by insiders are typically more informative; here the net effect is receipt of awarded shares with some withheld for taxes.