Scott Randal W. 4

What Happened

• Director Scott Randal W. exercised 10,000 option shares on Feb 17, 2026 at $16.75 per share (total cost $167,500) and the filing reports a related derivative conversion for 10,000 shares at $0 (technical reporting of the option conversion).
• On the same date he sold a total of 10,000 common shares in three open-market tranches (1,900; 4,793; 3,307) for aggregate proceeds of approximately $754,557.
• The sales were effected pursuant to a Rule 10b5-1 trading plan (preplanned sales), so these were planned dispositions rather than ad hoc market timing.

Key Details

• Transaction date: 2026-02-17; Form 4 filed 2026-02-18 (appears timely).
• Option exercise: 10,000 shares at $16.75 = $167,500 (code M).
• Sales (code S): 1,900 shares @ $74.34 (reported $141,250); 4,793 shares @ $75.57 (reported $362,219); 3,307 shares @ $75.93 (reported $251,088). Total sales ≈ $754,557.
• Footnotes: F1 — sales executed under a Rule 10b5-1 plan adopted June 27, 2025. F2–F4 — weighted-average sale price ranges for the tranches; seller will provide per-price breakdown on request. F5 — option vesting schedule (1/3 vested June 21, 2024; fully vested June 21, 2026, subject to continued service).
• Shares owned after transaction: not specified in the provided filing excerpt.

Context

• Code M indicates option exercise; the filing shows both the option conversion and the subsequent open-market sales. Because the sales were done under a 10b5-1 plan, they were prearranged trades rather than immediate discretionary sales.
• Purchases (exercises) can reflect management’s liquidity or tax/timing needs; sales under a 10b5-1 plan are commonly routine. This summary is factual and does not infer insider motivation.