GAYNOR RICHARD 4

What Happened

• Director Richard Gaynor exercised options on 2026-05-21 resulting in 6,142 shares from the exercise. To cover tax withholding, 1,475 shares were surrendered at $36.95/share for a withholding value of $54,501. On 2026-05-20 he was also granted two restricted stock unit (RSU) awards covering 11,538 and 5,409 units (derivative awards valued at $0 at grant).

Key Details

• Transaction dates: RSU grants on 2026-05-20; option exercise and related transactions on 2026-05-21. Filing date: 2026-05-22 (timely).
• Exercise: 6,142 shares acquired via option exercise (code M). The filing also records a disposition of 6,142 shares the same day, which in practice is often associated with a simultaneous sale or cashless exercise.
• Tax withholding: 1,475 shares surrendered to cover tax liability (code F) at $36.95/share = $54,501.
• Grants: RSU awards of 11,538 and 5,409 units (each RSU = 1 ordinary share per footnote).
• Vesting notes: filing footnotes indicate certain awards vest in full on 5/20/2027 and that one award was fully vested per its terms.
• Shares owned after transaction: not specified in the supplied filing excerpt.
• No late filing flag noted; appears timely based on transaction and filing dates.

Context

• Derivative explanation: An "M" code means an option exercise or conversion. The simultaneous acquisition and disposition entries for 6,142 shares are commonly seen when an insider immediately sells shares upon exercise (a cashless exercise or same-day sale), but the filing itself only shows the acquisition, the disposition, and the tax withholding.
• RSUs are contingent awards that convert to ordinary shares if and when they vest; these RSUs carry vesting dates per the footnotes (mostly 5/20/2027) except for one award the filing notes as already vested.
• For retail investors: purchases (or net buys) by insiders can be more informative than routine option exercises; this filing chiefly documents an option exercise with tax withholding and new RSU grants rather than an open-market purchase indicating additional bullish conviction.