CARROSINO MICHAEL 4

What Happened

• Michael Carrosino, EVP of Finance & CFO of IP Strategy Holdings (IPST), converted vested restricted stock units (RSUs) into 1,236 shares of common stock on May 2, 2026 (125 + 1,111 share conversions reported). To cover tax withholding obligations, a total of 368 shares were surrendered/withheld (38 + 330) at $5.50 per share for total tax withholding of $2,024. The filing shows certain derivative/RSU shares were cancelled and returned to the issuer’s treasury rather than sold for cash.

Key Details

• Transaction date: May 2, 2026; Form 4 filed May 5, 2026.
• Conversions (code M): 125 and 1,111 shares acquired (RSU conversions).
• Tax withholding (code F): 38 and 330 shares withheld at $5.50 each = $209 and $1,815 (total $2,024).
• Post‑transaction shares owned: not disclosed in the provided filing data.
• Notable footnotes:
  • F1: All share amounts reflect a 1‑for‑20 reverse stock split effective April 23, 2026.
  • F2–F5: These were RSU vesting events (details show scheduled vesting from grants on Oct 1, 2025 and Dec 10, 2025 with installments including May 2, 2026).
  • F3: The reporting person relinquished/cancelled shares to satisfy tax withholding; no shares were sold on the open market.

Context

• This was not a market sale—Carrosino’s RSUs vested and converted to shares, and some of those shares were surrendered to the company to satisfy tax withholding (a common, administrative “cashless” settlement). That means the transaction does not indicate an open‑market disposition and should not be read as a conventional sale for liquidity or investment signaling.