DONNELLY SCOTT C 4

What Happened

• Scott C. Donnelly, Executive Chairman and Director of Textron Inc. (TXT), exercised options to acquire 219,619 shares on Feb 13, 2026 at $49.58 per share (total cost $10,888,710). He then sold the same 219,619 shares in multiple open-market transactions the same day for aggregate proceeds of approximately $21,612,725.
• The activity shows an option exercise (derivative conversion) followed by immediate sales of the acquired shares.

Key Details

• Transaction date: Feb 13, 2026; Form filed Feb 18, 2026 (filed one business day late — due Feb 17, 2026).
• Exercise: 219,619 shares @ $49.58 = $10,888,710 (code M — option exercise/acquisition).
• Sales (total sold = 219,619 shares; total proceeds ≈ $21,612,725):
  • 130,168 shares sold at a weighted avg $98.15 (price range $97.55–$98.545) — proceeds $12,775,534. (F1)
  • 89,229 shares sold at a weighted avg $98.79 (price range $98.55–$99.51) — proceeds $8,815,067. (F2)
  • 222 shares sold at a weighted avg $99.66 (price range $99.645–$99.680) — proceeds $22,124. (F3)
• The filing shows the derivative position removed (an M-coded disposition entry with N/A price), consistent with the options being exercised and converted into shares.
• Shares owned after the transactions are not stated in the provided excerpt of the filing.
• Footnotes: options vested in three equal annual installments beginning March 1, 2018 (F4); awards issued under the Textron 2015 Long-Term Incentive Plan (F5). Several sale prices are reported as weighted averages with ranges (F1–F3).

Context

• Because the exercised shares were sold the same day in matching quantity, this is effectively a cashless exercise: options were converted and the resulting shares were sold (commonly used to cover exercise cost and taxes). This is a routine liquidity event rather than a simple buy/signal.
• Sales by executives are common and do not by themselves indicate company outlook; purchases are generally considered a stronger bullish signal.