Lazarus Edward P 4
4 · Sonos Inc · Filed May 18, 2026
Research Summary
AI-generated summary of this filing
Sonos (SONO) Chief Legal Officer Edward Lazarus Receives RSUs
What Happened Edward P. Lazarus, Chief Legal Officer of Sonos, had restricted stock units (RSUs) vest and convert into shares on May 15, 2026. The filing reports an exercise/conversion entry for 42,982 shares (derivative conversion). To satisfy tax withholding obligations, the issuer withheld shares — including a reported 18,252 shares withheld at $14.69 per share, totaling $268,122. Additional derivative conversion/disposition entries (8,959; 15,117; and 18,906 shares) are shown in the filing in connection with the RSU settlement.
Key Details
- Transaction date: May 15, 2026; Form 4 filed May 18, 2026 (filed within the standard 2-business-day window).
- Reported entries:
- Conversion/acquisition (code M): 42,982 shares (price N/A).
- Withholding/payment (code F): 18,252 shares withheld at $14.69/share = $268,122.
- Additional derivative conversion/disposition entries (code M) at $0.00: 8,959; 15,117; and 18,906 shares (reported as dispositions in connection with RSU settlement/withholding).
- Shares owned after the transaction: not disclosed in this filing.
- Footnotes: RSU vesting and settlement (F1–F2); shares were withheld by the issuer to satisfy federal/state tax withholding (F3); RSUs are subject to specified multi-quarter vesting schedules and double-trigger acceleration (F4–F6).
Context This was a routine RSU vesting and settlement event, not an open-market purchase or voluntary sale. The filing shows a cashless-style tax withholding (issuer retained shares to cover tax obligations) rather than a cash payment. Transaction codes: M = exercise/conversion of a derivative (RSU settlement); F = payment of exercise price or tax liability (share withholding). Such withholding transactions are common when RSUs vest and do not by themselves indicate insider buying or selling intent.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2]2026-05-15+42,982→ 493,939 total - Tax Payment
Common Stock
[F3]2026-05-15$14.69/sh−18,252$268,122→ 475,687 total - Exercise/Conversion
Restricted Stock Units
[F2][F1][F4]2026-05-15−8,959→ 257,174 total→ Common Stock (8,959 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F1][F5]2026-05-15−15,117→ 242,057 total→ Common Stock (15,117 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F1][F6]2026-05-15−18,906→ 223,151 total→ Common Stock (18,906 underlying)
Footnotes (6)
- [F1]Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
- [F2]Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon vesting and settlement for no consideration.
- [F3]Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs.
- [F4]These RSUs will vest based on the following schedule: (i) 1/12 of the shares subject to the RSUs shall vest on November 15, 2024 and (ii) the remaining RSUs will vest quarterly over the next eleven quarters in equal quarterly installments, until such time as the RSUs are 100% vested, in each case subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.
- [F5]These RSUs will vest over a two year period as follows: 1) 15% of the shares subject to the RSUs will vest quarterly in year 1 following the vesting commencement date of November 15, 2024 and 2) 10% of the shares subject to the RSUs will vest quarterly in year 2, in each case subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.
- [F6]1/12 of the shares subject to the RSUs vest in equal installments on each quarterly anniversary date following the applicable vesting commencement date of until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.