Baylouny John 4

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).