Anderson John S. 4
4 · Knowles Corp · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Knowles (KN) CFO John S. Anderson Receives Awards; Shares Withheld
What Happened
John S. Anderson, Senior Vice President and Chief Financial Officer of Knowles Corporation (KN), received equity awards and had shares withheld to cover taxes. On Feb 17, 2026 he settled performance share units (PSUs) that resulted in 64,489 shares (priced at $27.14, value $1,750,231) and was granted 23,950 restricted stock units (RSUs). To satisfy tax withholding, 28,569 shares were withheld on Feb 17 at $27.14 (value $775,363) and an additional 5,234 shares were withheld on Feb 18 at $27.16 (value $142,155). Net, Anderson acquired 54,636 shares (88,439 awarded minus 33,803 withheld), roughly adding about $1.48M of stock at current prices.
Key Details
- Transaction dates and prices:
- 2026-02-17: PSU settlement — 64,489 shares @ $27.14 (gross value $1,750,231) (code A)
- 2026-02-17: Tax withholding — 28,569 shares @ $27.14 (disposed) (code F)
- 2026-02-17: RSU grant — 23,950 shares @ $0.00 (code A)
- 2026-02-18: Tax withholding — 5,234 shares @ $27.16 (disposed) (code F)
- Total awarded: 88,439 shares; total withheld for taxes: 33,803 shares.
- Filing: Form 4 was filed on 2026-02-19 for transactions on 2026-02-17–18 (appears to be filed within the typical 2-business-day window).
- Footnote highlights:
- PSU settlement depended on performance over Jan 1, 2023–Dec 31, 2025 (F1).
- Withholdings represent tax payments incident to PSU settlement and RSU vesting and were handled under Rule 16b-3 (F2, F4).
- RSUs vest ratably over three years beginning on the first anniversary of the award (F3).
- Shares owned after the transaction: not specified in this filing.
Context
- These transactions are award settlements and routine tax-withholding events, not open-market sales — withholding is a common way to satisfy taxes when awards vest or PSUs settle.
- PSUs are performance-based and only pay out to the extent performance goals are met over the stated performance period; RSUs vest over time.
- For retail investors, purchases or award receipts like this indicate insider ownership increased, but do not by themselves signal future company performance.
Insider Transaction Report
- Award
Common Stock
[F1]2026-02-17$27.14/sh+64,489$1,750,231→ 250,180 total - Tax Payment
Common Stock
[F2]2026-02-17$27.14/sh−28,569$775,363→ 221,611 total - Award
Common Stock
[F3]2026-02-17+23,950→ 245,561 total - Tax Payment
Common Stock
[F4]2026-02-18$27.16/sh−5,234$142,155→ 240,327 total
Footnotes (4)
- [F1]Represents the settlement of performance share units (PSUs) that were previously granted under the Knowles Corporation Equity Incentive Plan. The ultimate amount of shares to be received under the grant depended upon the achievement of performance goals during a three-year performance period from January 1, 2023 through December 31, 2025.
- [F2]These shares represent the payment of the tax liability by withholding securities incident to the settlement of performance share units granted on February 6, 2023 in accordance with Rule 16b-3.
- [F3]Restricted Stock Units granted under the Knowles Corporation 2018 Equity and Cash Incentive Plan that vest ratably over three years commencing on the first anniversary of the award.
- [F4]These shares represent the payment of the tax liability by withholding securities incident to the vesting of a restricted stock grant issued on February 18, 2025 in accordance with Rule 16b-3.