ICAHN BRETT 4

What Happened Brett Icahn, a director of International Flavors & Fragrances Inc. (IFF), had 1,712 restricted stock units (RSUs) vest on May 1, 2026. The RSUs converted to 1,712 shares of common stock (acquired at $0.00 on conversion) and those 1,712 shares were disposed (sold) at $70.81 per share for total proceeds of $121,227. The filing records the derivative conversion/exercise code (M).

Key Details

• Transaction date: May 1, 2026 (filed with the SEC on May 4, 2026 — generally within the Form 4 two-business-day filing window).
• Acquired: 1,712 shares via RSU conversion at $0.00 per share.
• Disposed: 1,712 shares sold at $70.81 per share for $121,227 (reported as a derivative transaction).
• Shares owned after transaction: Not specified in the provided filing details.
• Footnotes: F1 = RSUs granted under the Non-Employee Director Compensation Program; F2 = RSUs convert one-for-one to common stock; F3 = 1,712 RSUs were granted on Nov 3, 2025 and vested May 1, 2026.
• Transaction code: M (exercise/conversion of a derivative instrument).

Context This was a conversion of vested RSUs followed by a sale of the resulting shares; the $0.00 acquisition price reflects RSU conversion rather than a cash purchase. Such post-vesting sales by non-employee directors are common (often for compensation monetization or tax purposes) but the filing itself does not state the reason. The report appears to have been filed promptly after the May 1 transaction.