Whalen Jennifer Dawn 4

What Happened

• Jennifer Dawn Whalen, Senior Vice President and Chief Financial Officer of Bristow Group Inc. (VTOL), had 16,071 shares withheld to satisfy tax liabilities upon vesting of prior equity awards. The withholding transactions are reported as dispositions (code F) and total approximately $746,247.
• Transactions reported:
  • 2026-03-08: 1,330 shares withheld @ $44.60 → $59,318
  • 2026-03-10: 4,803 shares withheld @ $46.71 → $224,348
  • 2026-03-10: 6,625 shares withheld @ $46.71 → $309,454
  • 2026-03-10: 3,313 shares withheld @ $46.22 → $153,127

Key Details

• Transaction dates: March 8, 2026 and March 10, 2026; Form 4 filed March 10, 2026 (appears timely).
• Total shares withheld: 16,071; total value ≈ $746,247.
• Shares owned after the transactions: not specified in the details provided here (see the full Form 4 for post-transaction holdings).
• Footnotes explain these were tax-withholding events tied to vested awards:
  • F1/F4: Portions of previously reported restricted stock unit grants (reported on Form 4s in 2023/2024).
  • F2: Cash ROIC performance stock units (granted 3/10/2023).
  • F3: Relative TSR performance stock units (granted 3/10/2023).
• Transaction code F indicates shares were withheld to cover tax liability (not an open-market sale or new purchase).

Context

• These are routine tax-withholding dispositions related to the vesting of RSUs/PSUs. They are generally administrative (covering withholding obligations) rather than indicative of a deliberate open-market sale or purchase.
• For retail investors, note that tax withholding on vesting is common and should not be interpreted on its own as a bullish or bearish insider signal.