Sanborn Scott 4

What Happened Scott Sanborn, CEO and director of LendingClub (LC), had restricted stock units (RSUs) convert into 27,815 shares on May 25, 2026 (three separate derivative conversions reported). No purchase price was paid for the converted RSUs (reported price $0.00). To cover tax withholding obligations, 14,856 of those shares were surrendered/withheld at $15.63 per share for a withholding value of $232,199 (reported as a disposition under code F), leaving a net receipt of 12,959 shares.

Key Details

• Transaction date: May 25, 2026. Form 4 filed May 27, 2026 (timely within required reporting window).
• Derivative conversions (code M): 13,150; 8,045; and 6,620 shares — total 27,815 shares acquired upon vesting (price $0.00).
• Tax withholding (code F): 14,856 shares withheld at $15.63/share = $232,199.
• Net shares retained after withholding: 12,959 shares.
• Footnotes: F1/F2 explain these are RSUs that convert to one share each on vesting; withheld shares cover tax withholding. F3–F6 describe prior vesting schedules for these RSU grants.
• Shares owned after transaction: not specified in the provided data.

Context This was an RSU vesting event with routine share withholding to satisfy tax obligations (a common, non‑market sale transaction). Code M denotes conversion/exercise of a derivative (here, RSUs converting to common stock); code F denotes shares withheld for taxes. Such withholding does not indicate a deliberate cash‑out sale by the insider and is generally considered administrative rather than a signal about company prospects.