Chambers Brian 4

What Happened
Brian Chambers, Chair, President and CEO of Owens Corning (OC), was awarded 55,512 shares on 2026-02-25 in settlement of performance share units (PSUs) for the performance cycle ended Dec. 31, 2025. To satisfy tax withholding, 24,760 of those shares were withheld (disposed) at a withholding price of $123.48 per share, representing $3,057,365. Net of the withholding, Chambers received 30,752 shares.

Key Details

• Transaction date: 2026-02-25; filing date: 2026-02-27 (Form 4 filed timely).
• Awarded: 55,512 shares (code A) — acquisition reported at $0.00 because this was a compensation award.
• Withheld for taxes: 24,760 shares (code F) at $123.48 = $3,057,365 (reported as disposal to satisfy tax withholding).
• Net shares added to holdings: 30,752 shares (55,512 awarded minus 24,760 withheld).
• Footnotes: F1 — award from PSU settlement for the performance cycle ended 12/31/2025; F2 — shares withheld to satisfy tax withholding obligations.
• Shares owned after the transaction were not specified in the provided filing excerpt.

Context

• This was a compensation-related award (PSU settlement), not an open-market purchase or sale. The "disposition" was a tax-withholding action (common in net-settled equity awards), not an indication of a voluntary sale of shares on the market.
• The withholding amount reported ($3.06M) reflects the share price used for calculating taxes; the gross value of the 55,512-share award is roughly $6.85M based on the same $123.48 price (approximate).
• Such settlements are routine compensation events for executives and should be interpreted as award settlement and tax compliance rather than a direct market sentiment signal.