Koppers Holdings Inc.·4

Mar 2, 4:11 PM ET

Sullivan James A. 4

4 · Koppers Holdings Inc. · Filed Mar 2, 2026

Research Summary

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Koppers (KOP) President James Sullivan Receives Award, Surrenders 8,589 Shares

What Happened
James A. Sullivan, President and CTO of Koppers Holdings Inc. (KOP), had performance share units (PSUs) vest on 2026-02-26, resulting in the issuance of 19,264 shares and related dividend-equivalent rights (DERs). He also converted DERs/derivative awards (466 shares) into common stock. To satisfy tax withholding on the vesting, Sullivan surrendered 8,589 shares at an implied value of $37.24 per share, producing proceeds of $319,854. The awards and conversions show $0 exercise price because they were equity awards that vested rather than purchases.

Key Details

  • Transaction date: February 26, 2026; Form 4 filed March 2, 2026 (period of report: 2026-02-26).
  • Main items: 19,264 shares issued on PSU vesting (grant/award A); 466 DERs converted/exercised (M/A entries); 8,589 shares surrendered for tax withholding (F) at $37.24 each = $319,854.
  • Footnotes: PSUs were originally granted January 4, 2023; performance criteria for the 2023–2025 measurement period were satisfied (F1). DERs are dividend equivalents credited on a one-for-one basis and were released on vesting (F2, F4, F5). Shares were surrendered to the issuer to cover tax withholding (F3).
  • Shares owned after the transactions are not specified in the provided filing excerpt.

Context

  • This was primarily a vesting of long-term equity (PSUs and related DERs) and a routine tax-withholding surrender, not an open-market sale or purchase. Surrenders to cover taxes are common and do not necessarily signal insider sentiment.
  • The zero per-share acquisition price reflects vested awards/derivative conversions, not a cash purchase.

Insider Transaction Report

Form 4
Period: 2026-02-26
Sullivan James A.
President and CTO
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-26+19,264178,520.738 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-02-26+466178,986.738 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-26$37.24/sh8,589$319,854170,397.738 total
  • Award

    Dividend Equivalent Rights

    [F4]
    2026-02-26+466760 total
    Common Stock (466 underlying)
  • Exercise/Conversion

    Dividend Equivalent Rights

    [F5]
    2026-02-26466294 total
    Common Stock (466 underlying)
Footnotes (5)
  • [F1]On January 4, 2023, the reporting person was granted performance share units ("PSUs") for which the performance criteria for the measurement period from January 1, 2023 through December 31, 2025 have been satisfied.
  • [F2]Represents shares acquired upon release of dividend equivalent rights ("DERs"), as reported in Table II, on a one-for-one basis.
  • [F3]Shares surrendered to the issuer by the reporting person as payment for the tax withholding related to the vesting of PSUs.
  • [F4]The DERs accrued with respect to additional PSUs credited to the reporting person with respect to PSUs granted on January 4, 2023. Each DER is the economic equivalent of one share of Koppers Holdings Inc. common stock.
  • [F5]These DERs were released in connection with the vesting of PSUs granted on January 4, 2023. Each DER is the economic equivalent of one share of Koppers Holdings Inc. common stock.
Signature
/s/ Stephanie L. Apostolou, Attorney in Fact|2026-03-02

Documents

1 file
  • 4
    wk-form4_1772485901.xmlPrimary

    FORM 4