Vintz Stephen A 4
4 · Tenable Holdings, Inc. · Filed May 26, 2026
Research Summary
AI-generated summary of this filing
Tenable (TENB) CEO Stephen Vintz Receives RSUs; Shares Withheld for Taxes
What Happened
- Tenable CEO Stephen A. Vintz exercised/converted a series of restricted/performance stock unit derivatives (M), resulting in 27,413 shares issued on May 22, 2026. To satisfy tax withholding obligations, the issuer withheld 13,121 of those shares at $25.45 per share, totaling about $333,929. After withholding, Vintz received a net ~14,292 shares. These withholdings are tax remittances by the company and do not represent open-market sales.
Key Details
- Transaction date: May 22, 2026; Form 4 filed May 26, 2026 (no late filing indicated).
- Conversion price reported: $0.00 for the derivative-to-share conversion (typical for RSU/PRSU vesting); withholding price: $25.45 per share.
- Shares converted (gross): 27,413; shares withheld for taxes: 13,121 (~$333,929); net shares issued to reporting person: ~14,292.
- Additional note: 820 shares were acquired under the issuer’s Employee Stock Purchase Plan (ESPP) in exempt transactions per the filing.
- Footnotes explain these were RSUs/PRSUs (each RSU = one share), payout/vesting certification for PRSUs (payouts ~93.9%–97.2% across measurement periods), and that the withheld shares are to satisfy tax withholding (not open-market sales).
Context
- This was a vesting/net-settlement event (derivative conversion of RSUs/PRSUs with share withholding for taxes), effectively a cashless settlement to cover tax obligations. Such withholding is routine when equity awards vest and should not be read as an active sale by the insider.
Insider Transaction Report
Form 4
Vintz Stephen A
DirectorCo-Chief Executive Officer
Transactions
- Exercise/Conversion
Common Stock
[F1]2026-05-22+1,595→ 475,129 total - Tax Payment
Common Stock
[F2]2026-05-22$25.45/sh−764$19,444→ 474,365 total - Exercise/Conversion
Common Stock
2026-05-22+2,345→ 476,710 total - Tax Payment
Common Stock
[F2]2026-05-22$25.45/sh−1,123$28,580→ 475,587 total - Exercise/Conversion
Common Stock
2026-05-22+6,095→ 481,682 total - Tax Payment
Common Stock
[F2]2026-05-22$25.45/sh−2,917$74,238→ 478,765 total - Exercise/Conversion
Common Stock
2026-05-22+5,095→ 483,860 total - Tax Payment
Common Stock
[F2]2026-05-22$25.45/sh−2,438$62,047→ 481,422 total - Exercise/Conversion
Common Stock
2026-05-22+7,764→ 489,186 total - Tax Payment
Common Stock
[F2]2026-05-22$25.45/sh−3,716$94,572→ 485,470 total - Exercise/Conversion
Common Stock
2026-05-22+4,519→ 489,989 total - Tax Payment
Common Stock
[F2]2026-05-22$25.45/sh−2,163$55,048→ 487,826 total - Exercise/Conversion
Performance Restricted Stock Units
[F3][F4]2026-05-22−1,595→ 4,790 total→ Common Stock (1,595 underlying) - Exercise/Conversion
Performance Restricted Stock Units
[F3][F5]2026-05-22−2,345→ 16,422 total→ Common Stock (2,345 underlying) - Exercise/Conversion
Performance Restricted Stock Units
[F3][F6]2026-05-22−6,095→ 67,052 total→ Common Stock (6,095 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F7]2026-05-22−5,095→ 15,286 total→ Common Stock (5,095 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F8]2026-05-22−7,764→ 85,408 total→ Common Stock (7,764 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F9]2026-05-22−4,519→ 31,633 total→ Common Stock (4,519 underlying)
Footnotes (9)
- [F1]820 shares were acquired under the Issuer's Employee Stock Purchase Plan in transactions that were exempt under both Rule 16b-3(d) and Rule 16b-3(c).
- [F2]Represents the number of shares of Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the Restricted Stock Units ("RSUs") and does not represent a sale.
- [F3]Each RSU represents a contingent right to receive one share of Issuer common stock.
- [F4]On February 21, 2024, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the Performance Restricted Stock Units (PRSUs) granted on February 22, 2023 and determined a 93.9% payout for the measurement period based on the Issuer's fiscal year 2023 criteria. 25% of the shares underlying the PRSUs vested on February 22, 2024, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- [F5]On February 13, 2025, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the Performance Restricted Stock Units (PRSUs) granted on February 22, 2024 and determined a 96.4% payout for the measurement period based on the Issuer's fiscal year 2024 criteria. 25% of the shares underlying the PRSUs vested on February 22, 2025, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- [F6]On February 25, 2026, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the Performance Restricted Stock Units (PRSUs) granted on February 21, 2025 and determined a 97.2% payout for the measurement period based on the Issuer's fiscal year 2025 criteria. 25% of the shares underlying the PRSUs vested on February 25, 2026, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- [F7]25% of the shares underlying the RSUs vested on February 22, 2024, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- [F8]25% of the shares underlying the RSUs vested on August 22, 2025, 25% on February 22, 2026, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- [F9]25% of the shares underlying the RSUs vested on February 22, 2025, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
Signature
/s/ David Bartholomew, Attorney-in-Fact|2026-05-26