OFFER DAVID SCOTT 4
4 · FLEX LTD. · Filed Jun 17, 2026
Research Summary
AI-generated summary of this filing
Flex (FLEX) EVP David Offer Sells Shares, Receives Award
What Happened
David Offer, EVP and General Counsel of Flex Ltd. (FLEX), had multiple open-market sales on June 15–16, 2026 totaling 25,973 shares disposed for approximately $3,842,442. Those sales were reported as to cover tax withholding. On June 16, 2026 he also received 43,724 shares issued upon the vesting/delivery of performance-based restricted share units (RSUs/PSUs) (reported as an award with $0 purchase price).
Key Details
- Dates: Sales on June 15–16, 2026; award recorded June 16, 2026; Form 4 filed June 17, 2026.
- Sales detail (aggregate): 25,973 shares sold for ~$3,842,442 (weighted prices reported; individual trade prices ranged roughly from $146.00 to $149.61 per share across transactions).
- Award: 43,724 shares reported as acquired (vested PSUs/RSUs) with $0 reported purchase price (vested after certification of performance tied to a 3‑year period ending June 14, 2026).
- Purpose/footnotes: Sales were to cover tax-withholding on the vested awards (F1). Some sales were executed under a Rule 10b5-1 trading plan adopted Feb 11, 2026 (F10). Price notes provide weighted-average ranges and the filer will supply per-price details on request (F11–F14, etc.).
- Ownership after transaction: Not specified in the supplied filing excerpt.
- Timeliness: Filing was made the day after the last reported transaction; no late filing flag indicated in the provided data.
Context
- These transactions reflect an award vesting (performance RSUs/PSUs) and routine sales to cover taxes rather than an independent open-market purchase signal. The award (A) is a grant/vesting event; the sales (S) are disposals to satisfy tax obligations and some were effected via a pre-established 10b5-1 plan.
- For retail investors, purchases generally indicate a clearer bullish signal than tax‑related sales; these entries should be read as compensation-related activity tied to vesting, not necessarily a change in insider sentiment.
Insider Transaction Report
Form 4
FLEX LTD.FLEX
OFFER DAVID SCOTT
EVP, General Counsel
Transactions
- Sale
Ordinary Shares
[F1][F2]2026-06-15$146.00/sh−1,086$158,557→ 81,004 total - Sale
Ordinary Shares
[F1][F3]2026-06-15$147.01/sh−1,317$193,606→ 79,687 total - Sale
Ordinary Shares
[F1][F4]2026-06-15$147.94/sh−1,253$185,365→ 78,434 total - Sale
Ordinary Shares
[F1][F5]2026-06-15$149.01/sh−3,521$524,667→ 74,913 total - Sale
Ordinary Shares
[F1][F6]2026-06-15$149.60/sh−46$6,882→ 74,867 total - Award
Ordinary Shares
[F7][F8][F9]2026-06-16+43,724→ 118,591 total - Sale
Ordinary Shares
[F10][F11]2026-06-16$146.59/sh−5,767$845,381→ 67,704 total(indirect: By Trust) - Sale
Ordinary Shares
[F10][F12]2026-06-16$147.50/sh−6,053$892,833→ 61,651 total(indirect: By Trust) - Sale
Ordinary Shares
[F10][F13]2026-06-16$148.45/sh−530$78,677→ 61,121 total(indirect: By Trust) - Sale
Ordinary Shares
[F10][F14]2026-06-16$149.45/sh−6,400$956,474→ 54,721 total(indirect: By Trust)
Footnotes (14)
- [F1]The sales reported in this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted share units ("RSUs").
- [F10]These sales as reported in this Form 4 were effected pursuant to a Rule 10b5-1(c) trading plan adopted by the Reporting Person on February 11, 2026.
- [F11]Price reflects weighted average sales price; actual sales prices ranged from $146.00 to $146.9919. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F12]Price reflects weighted average sales price; actual sales prices ranged from $147.00 to $147.96. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F13]Price reflects weighted average sales price; actual sales prices ranged from $148.00 to $148.93. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F14]Price reflects weighted average sales price; actual sales prices ranged from $149.39 to $149.45. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F2]Price reflects weighted average sales price; actual sales prices ranged from $145.467 to $146.455. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F3]Price reflects weighted average sales price; actual sales prices ranged from $146.493 to $147.486. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F4]Price reflects weighted average sales price; actual sales prices ranged from $147.50 to $148.49. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F5]Price reflects weighted average sales price; actual sales prices ranged from $148.53 to $149.50. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F6]Price reflects weighted average purchase price; actual purchase prices ranged from $149.56 to $149.61. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- [F7]On June 14, 2023, the Reporting Person was awarded performance-based restricted share units ("PSUs") within a preset range, with the actual number contingent upon the achievement of a certain performance criterion with respect to the three-year performance period ending on June 14, 2026. The Issuer certified the achievement of the performance criterion on June 16, 2026, and the PSUs were subject to applicable taxes upon delivery.
- [F8]Includes the following: (1) 7,164 unvested RSUs, which will vest in three equal annual installments beginning on June 11, 2027; (2) 9,384 unvested RSUs, which will vest on June 12, 2027; and (3) 13,381 unvested RSUs, which will vest in two equal annual installments beginning on June 12, 2027.
- [F9]Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU which has not been previously forfeited.
Signature
/s/ David Scott Offer, by Kristine Murphy as attorney-in-fact|2026-06-17