OFFER DAVID SCOTT 4

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.