Willems Tim 4
4 · NCS Multistage Holdings, Inc. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
NCS Multistage (NCSM) COO Tim Willems Sells Shares to Cover Taxes
What Happened
Tim Willems, Chief Operations Officer of NCS Multistage Holdings (NCSM), had vested equity settled and surrendered shares to cover tax obligations, and received new equity awards. Key moves: equivalent stock units (6,880) vested/converted on Feb 28 and were settled (cash/stock mechanics), triggering share surrenders to cover taxes — a tax-withholding disposition of 6,880 shares valued at $39.84 each (≈ $274,099). Additional dispositions to the issuer include 489 shares on Feb 28 at $39.84 (≈ $19,482) and 2,316 shares on Mar 2 at $40.93 (≈ $94,794). Following these settlements, Willems was granted new awards (restricted/performance stock units) on Mar 2 and Mar 3 totaling several thousand equivalent/award units.
Key Details
- Transaction dates and amounts:
- 2026-02-28: 6,880 equivalent units vested/converted (exercise/conversion M) and settled; tax-withholding surrender of 6,880 shares @ $39.84 = $274,099 (F1, F2).
- 2026-02-28: Disposition to issuer of 489 shares @ $39.84 = $19,482 (F2/F3).
- 2026-03-02: Grant of 9,173 shares (award A) (no cash) and disposition to issuer of 2,316 shares @ $40.93 = $94,794 (tax withholding).
- 2026-03-03: Grants of 2,498 shares (award A) and derivative awards totaling 2,498 and 5,047 equivalent units (no cash).
- Total proceeds/value associated with surrendered/disposed shares shown in the filing ≈ $388,375.
- Shares owned after the transactions: not specified in the information provided in this summary (Form 4 shows the transactions but ownership totals were not included here).
- Footnotes / mechanics to note:
- F1: Equivalent stock units vested Feb 28, 2026 and were settled for cash.
- F2/F3: Certain shares were surrendered to the issuer to satisfy tax obligations upon vesting.
- F4: Some restricted stock units included in the grants vest in annual installments starting Feb 28, 2027.
- F5: Some equivalent stock units settle in cash and represent the economic equivalent of one share, subject to a maximum payout.
- F6–F7: Detail vesting schedules of the reported derivative-equivalent units (future vesting dates).
- F8: Performance stock units (PSUs) are contingent and may settle for 0–1.25 shares each based on three‑year relative TSR performance (payment expected Q1 2029 if earned).
- Filing date: Form 4 filed March 3, 2026, reporting transactions between Feb 28 and Mar 3, 2026.
Context and what it means for investors
- These transactions appear to be routine vesting and tax-withholding settlements rather than open-market, discretionary sales — shares were surrendered to the issuer to satisfy tax obligations (common when RSUs/PSUs vest or equivalents are cash-settled). That makes them less indicative of a change in the insider’s market view than a voluntary sale would be.
- New awards (RSUs and PSUs) were granted with multi-year vesting conditions (some time-based and some performance-based), so future share issuance or cash settlement depends on vesting/achievement of performance metrics.
- For retail investors: routine tax withholding and grant activity is normal for executives; purchases or open-market sales are typically more informative about insider sentiment.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-28+6,880→ 29,927 total - Tax Payment
Common Stock
[F1]2026-02-28$39.84/sh−6,880$274,099→ 23,047 total - Disposition to Issuer
Common Stock
[F2]2026-02-28$39.84/sh−489$19,482→ 22,558 total - Award
Common Stock
2026-03-02+9,173→ 31,731 total - Disposition to Issuer
Common Stock
[F3]2026-03-02$40.93/sh−2,316$94,794→ 29,415 total - Award
Common Stock
[F4]2026-03-03+2,498→ 31,913 total - Exercise/Conversion
Equivalent Stock Units
[F5][F1][F6]2026-02-28−6,880→ 6,126 total→ Common Stock (6,880 underlying) - Award
Equivalent Stock Units
[F5][F7]2026-03-03+2,498→ 8,624 total→ Common Stock (2,498 underlying) - Award
Performance Stock Units
[F8]2026-03-03+5,047→ 5,047 totalExp: 2028-12-31→ Common Stock (5,047 underlying)
Footnotes (8)
- [F1]Equivalent stock units vested on February 28, 2026 and settled for cash.
- [F2]These shares were surrendered to satisfy the tax obligations related to the vesting of restricted stock units.
- [F3]These shares were surrendered to satisfy the tax obligations related to the vesting of performance stock units.
- [F4]Includes 2,174 restricted stock units which vest in two equal annual installments beginning on February 28, 2027 and 2,498 restricted stock units which vest in three equal annual installments beginning on February 28, 2027.
- [F5]These equivalent stock units settle in cash and represent the economic equivalent of one share of common stock, provided that the amount of cash settled for any equivalent stock unit will not exceed the maximum payout established by the Compensation, Nominating and Governance Committee.
- [F6]The number of derivative securities reported in column 9 represents 3,952 equivalent stock units which vest on February 28, 2027 and 2,174 equivalent stock units which vest in two equal annual installments beginning on February 28, 2027.
- [F7]The number of derivative securities reported in column 9 represents 3,952 equivalent stock units which vest on February 28, 2027, 2,174 equivalent stock units which vest in two equal annual installments beginning on February 28, 2027 and 2,498 equivalent stock units which in three equal annual installments beginning on February 28, 2027.
- [F8]These performance stock units represent a contingent right to receive common stock, based on the Issuer's relative total shareholder return versus that of its peer group, subject to an absolute total shareholder return modifier. Each performance stock unit will settle for between zero and 1.25 shares of common stock in the first quarter of 2029, based on achievement of the performance measures over a three-year period, following certification by the Compensation, Nominating and Governance Committee of the performance results.