HEALTHCARE SERVICES GROUP INC·4

Feb 26, 4:07 PM ET

WAHL Theodore 4

4 · HEALTHCARE SERVICES GROUP INC · Filed Feb 26, 2026

Research Summary

AI-generated summary of this filing

Updated

HCSG CEO Theodore Wahl Converts Awards; Shares Withheld for Taxes

What Happened

  • Theodore Wahl, President & CEO and a director of Healthcare Services Group, converted/exercised company stock awards into common shares on Feb 24, 2026. The Form 4 shows conversion/exercise entries of 22,238, 63,551 and another 22,238 shares (total 108,027 shares reported).
  • To cover withholding obligations, 9,434 and 26,959 shares were surrendered at $21.40 per share, generating proceeds of $201,888 and $576,923 respectively (total withheld value $778,811). One conversion entry for 22,238 shares is shown as a derivative disposition with no cash proceeds.

Key Details

  • Transaction date: February 24, 2026; Form 4 filed Feb 26, 2026 (filed within standard Form 4 timing).
  • Reported share movements: conversions/exercises of 22,238; 63,551; and 22,238 shares (entries total 108,027 shares as reported).
  • Shares withheld for taxes: 9,434 and 26,959 shares (total 36,393 shares) at $21.40/share = $778,811 withheld. Footnote F1 confirms shares were withheld to pay taxes.
  • Footnotes: F2 indicates some shares were earned and delivered from a February 2023 performance stock unit award after certification of performance for the period ended Dec 31, 2025; F3 notes a 1-for-1 conversion rate; F4 describes RSU vesting schedule (20% annually from Feb 24, 2023).
  • Shares owned after the transaction: not specified in the information provided on this filing.

Context

  • This appears to be award conversion/vesting activity (performance stock units and restricted stock units) rather than an open-market purchase or a voluntary sale. The withholding of shares to satisfy tax obligations (code F) is routine and common when equity awards vest.
  • Because this is an award conversion with tax withholding, it’s not necessarily a directional (buy/sell) signal about the CEO’s view of the stock—it's a standard administrative step when awards vest.

Insider Transaction Report

Form 4
Period: 2026-02-24
WAHL Theodore
DirectorPresident & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    2026-02-24+22,238509,101 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-24$21.40/sh9,434$201,888499,667 total
  • Exercise/Conversion

    Common Stock

    [F2]
    2026-02-24+63,551563,218 total
  • Tax Payment

    Common Stock

    [F1]
    2026-02-24$21.40/sh26,959$576,923536,259 total
  • Exercise/Conversion

    Restricted Stock Units

    [F3][F4]
    2026-02-2422,23844,476 total
    Common Stock (22,238 underlying)
Footnotes (4)
  • [F1]Represents shares withheld to pay taxes.
  • [F2]Represents common stock earned and delivered on a performance stock unit award previously granted in February 2023, based on the satisfaction of certain financial performance criteria for the period ended December 31, 2025. The Company's Nominating, Compensation and Stock Option Committee certified the level of performance-goal attainment on February 24, 2026 and the shares vested upon certification.
  • [F3]Shares issued at the conversion rate of 1-for-1.
  • [F4]These Restricted Stock Units shall vest at the rate of 20% annually, commencing on the first anniversary of the February 24, 2023 grant date.
Signature
Michael Harrity, by Power of Attorney|2026-02-26

Documents

1 file
  • 4
    wk-form4_1772140043.xmlPrimary

    FORM 4