Baylouny John 4
4 · Leonardo DRS, Inc. · Filed Apr 3, 2026
Research Summary
AI-generated summary of this filing
Leonardo DRS CEO John Baylouny Exercises Awards; Shares Withheld
What Happened
- John Baylouny, President & CEO and a director of Leonardo DRS (DRS), had performance- and time-based equity (PRSUs/RSUs) vest and/or be converted on April 1, 2026. A total of 94,915 shares were issued to him through awards/exercise events (codes A and M). To satisfy tax withholding, the issuer withheld/retired 42,016 shares (code F) at prices of $45.85–$45.86 per share, representing approximately $1.93 million in withholding payments. The net shares delivered to Baylouny were about 52,899 shares.
Key Details
- Transaction date: April 1, 2026; Form 4 filed April 3, 2026 (timely).
- Shares issued/received (gross): 94,915 (combination of vested PRSUs and vested/exercised RSUs).
- Shares withheld/retired for taxes (disposed): 42,016 shares at $45.85–$45.86, totaling ~$1,926,731.
- Net shares delivered to insider: ~52,899 shares.
- Codes: A = award/grant; M = exercise/conversion of derivative; F = shares withheld to satisfy tax withholding.
- Footnotes: PRSUs awarded April 2023 (performance period 2023–2025) vested after certification (F1, F3). RSUs included time-based vesting (F4–F6). F2 notes shares were withheld to satisfy tax withholding.
- Filing timeliness: Filed within normal SEC time frame (no late filing indicated).
Context
- This was not an open-market sale or discretionary insider sale; the “disposals” were shares withheld by the company to cover tax obligations upon vesting/exercise (a routine, administrative action).
- For retail investors: withholding to cover taxes is routine and does not necessarily signal the insider’s view on the stock. The meaningful item is the issuance of ~52,899 net shares to the CEO, increasing his beneficial stake (after withholding).
Insider Transaction Report
Form 4
Baylouny John
DirectorPresident and CEO
Transactions
- Award
Common Stock
[F1]2026-04-01+40,681→ 146,688 total - Tax Payment
Common Stock
[F2]2026-04-01$45.86/sh−17,555$805,072→ 129,133 total - Award
Common Stock
[F3]2026-04-01+27,274→ 156,407 total - Tax Payment
Common Stock
[F2]2026-04-01$45.85/sh−12,301$564,001→ 144,106 total - Exercise/Conversion
Common Stock
2026-04-01+12,627→ 156,733 total - Tax Payment
Common Stock
[F2]2026-04-01$45.86/sh−5,695$261,173→ 151,038 total - Exercise/Conversion
Common Stock
2026-04-01+8,325→ 159,363 total - Tax Payment
Common Stock
[F2]2026-04-01$45.86/sh−3,755$172,204→ 155,608 total - Exercise/Conversion
Common Stock
2026-04-01+6,008→ 161,616 total - Tax Payment
Common Stock
[F2]2026-04-01$45.86/sh−2,710$124,281→ 158,906 total - Exercise/Conversion
Restricted Stock Unit
[F4]2026-04-01−12,627→ 0 total→ Common Stock (12,627 underlying) - Exercise/Conversion
Restricted Stock Unit
[F5]2026-04-01−8,325→ 8,327 total→ Common Stock (8,325 underlying) - Exercise/Conversion
Restricted Stock Unit
[F6]2026-04-01−6,008→ 12,018 total→ Common Stock (6,008 underlying)
Footnotes (6)
- [F1]Represents performance restricted stock units ("PRSUs") awarded in April 2023 under the Issuer's 2022 Omnibus Equity Compensation Plan (the "Plan") for the performance period January 1, 2023 through December 31, 2025, for which performance goals have been achieved and certified on February 19, 2026. Each PRSU represents the right to one share of the Issuer's common stock. The PRSUs vested on April 1, 2026.
- [F2]Shares withheld by the Issuer to satisfy tax withholding requirements.
- [F3]Represents PRSUs awarded in April 2023 under the Plan for the performance period January 1, 2023 through December 31, 2025, for which performance goals have been achieved and certified on February 19, 2026. Each PRSU represents the right to one share of the Issuer's common stock. The PRSUs vested on April 1, 2026.
- [F4]Each restricted stock unit ("RSU") was granted under the Plan, and represents a contingent right to receive one share of the common stock of the Issuer or the cash equivalent thereof. One-third of the RSUs vested on each of April 1, 2024 and April 1, 2025. The remaining RSUs vested one-third on April 1, 2026.
- [F5]Each RSU was granted under the Plan and represents a contingent right to receive one share of the common stock of the Issuer or the cash equivalent thereof. One-third of the RSUs vested on each of April 1, 2025 and April 1, 2026. The remaining one-third of RSUs are scheduled to vest on April 1, 2027, subject to the Reporting Person's continued employment with the Issuer through such date. The number of RSUs that vest on each of April 1, 2025 and April 1, 2026 shall be rounded down to the nearest whole number of RSUs and the remaining RSUs shall vest on April 1, 2027.
- [F6]Each RSU was granted under the Plan, and represents a contingent right to receive one share of the common stock of the Issuer or the cash equivalent thereof. One-third of the RSUs vested on April 1, 2026. The remaining RSUs are scheduled to vest one-third annually on each of April 1, 2027 and April 1, 2028, subject to the Reporting Person's continued employment with the Issuer through each date. The number of RSUs that vest on each of April 1, 2026 and April 1, 2027 shall be rounded down to the nearest whole number of RSUs and the remaining RSUs shall vest on April 1, 2028.
Signature
/s/ Oriana D. Pietrangelo, Attorney-in-Fact|2026-04-03