Calio Christopher T. 4

4 · RTX Corp · Filed Feb 10, 2026

AI-generated summary of this filing

Updated Feb 10, 2026

RTX CEO Christopher Calio Receives PSU Award; Shares Withheld for Taxes

What Happened

Christopher T. Calio, Chairman, President and CEO of RTX (RTX), received 89,710 shares on Feb 8, 2026 as the vesting/settlement of performance share units (PSUs) — valued at $198.66 per share for a total of $17,821,789. On the same date 36,976.82 shares were surrendered/withheld (210.82 shares and 36,766 shares) at $198.66 each to satisfy tax obligations, totaling about $7,345,816 in tax withholding proceeds. The disposals were tax-withholding transactions (code F), not open-market sales.

Key Details

Transaction date: February 8, 2026; Filing date: February 10, 2026 (timely).
Price used for all entries: $198.66 per share.
Acquired (award/vesting): 89,710 shares; value reported $17,821,789.
Disposed (tax withholding): 210.82 shares ($41,882) and 36,766 shares ($7,303,934); total withheld ≈ 36,976.82 shares (~$7.35M).
Shares owned after transaction: not specified in the provided filing excerpt.
Footnote highlights:
- F1: These shares represent PSUs awarded Feb 8, 2023 that vested based on three‑year performance metrics (ROIC, EPS growth, and relative TSR). Performance was achieved at 146% of target.
- F2: Includes 8,760.18 deferred stock units (the net amount after tax withholding from ~8,971 deferred PSUs the CEO elected to defer). Deferred stock units settle in shares and count as common stock equivalents.
Transaction codes: A = award/acquisition (vesting of PSUs); F = payment of tax liability via share withholding.

Context

These transactions reflect compensation vesting (PSUs) that converted into shares because performance targets were met at 146% — not an open-market purchase or a voluntary sale indicating independent buying/selling intent. The withheld shares were used solely to cover taxes arising from the vesting. Deferred stock units were elected for a portion of the award and will settle in shares per the company plan.

Form 4

Period: 2026-02-08

DirectorChairman, President and CEO

Transactions

Award
Common Stock
[F1]
2026-02-08$198.66/sh+89,710$17,821,789→ 171,218 total
Tax Payment
Common Stock
[F2]
2026-02-08$198.66/sh−210.82$41,882→ 171,007.18 total
Tax Payment
Common Stock
2026-02-08$198.66/sh−36,766$7,303,934→ 134,241.18 total

Holdings

Footnotes (2)

[F1]The acquisition of shares of RTX Common Stock represents the vesting of performance share units (PSUs) awarded to the reporting person on February 8, 2023, under the RTX Long-Term Incentive Plan. Each PSU has a value equal to one share of RTX Common Stock. These PSUs vested solely upon achievement of pre-established performance goals for RTX's return on invested capital, earnings per share growth, and total shareholder return relative to the S&P 500 and aerospace & defense peer companies over a three-year performance period, which ended on December 31, 2025. The performance criteria were satisfied at the 146% level.
[F2]Includes 8,760.18 deferred stock units (the net amount following tax withholding from the 8,971 deferred PSUs included in the acquisition reported in the footnote above). The reporting person previously elected to defer receipt of actual shares of common stock that otherwise would be received upon the vesting of these PSUs and instead acquired deferred stock units that settle exclusively in shares and are included in Table I as common stock equivalents. Each deferred stock unit has a value equal to one share of RTX Common Stock.

Signature

/s/ Jennifer Yahl, as Attorney-in-fact|2026-02-10

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