Clark Matthew Eliot 4

What Happened

• Clark Matthew Eliot, Executive Vice President and Chief Financial Officer of Cheesecake Factory (CAKE), had 3,033 shares withheld to satisfy tax withholding obligations tied to the vesting of performance share awards. The shares were valued at $58.67 each, totaling $177,946, and the withholding was recorded on 2026-02-16 (reported on Form 4 filed 2026-02-17).
• This was a tax-withholding/net-issuance transaction (code F), not an open-market sale or a purchase; such withholdings are routine and simply cover tax liabilities from award vesting.

Key Details

• Transaction date: 2026-02-16; price per share: $58.67; total value: $177,946.
• Transaction type/code: F — shares withheld to satisfy tax obligations in connection with net issuance from vested performance awards.
• Shares owned after transaction: Not disclosed in this Form 4.
• Filing timeliness: Reported the next day (Form 4 filed 2026-02-17), which is timely.
• Footnotes: F1 confirms the shares were withheld solely to satisfy tax withholding for the net issuance of shares from vesting of Performance Share Awards on Feb 16, 2026. F2 notes these are restricted shares subject to forfeiture.

Context

• This was a withholding to cover taxes on vested performance shares (a net issuance), not a voluntary sale; it doesn't necessarily indicate insider sentiment about the stock.
• For retail investors tracking insider activity, tax-withholding disposals are routine and less informative than open-market purchases or sales.