KEELER GLENN J. 4

What Happened Glenn J. Keeler, Chief Financial Officer and Chief Accounting Officer of Tri Pointe Homes (TPH), had 51,700 performance-based restricted stock units (Performance Awards) vest on Feb 12, 2026; those awards were settled into 51,700 shares of common stock (reported at $0.00 on the Form 4). To satisfy tax withholding obligations, 21,749 of those shares were withheld (disposed) at $36.57 per share, totaling $795,361. On Feb 17, 2026 Keeler was also granted 37,796 restricted stock units (RSUs) with a reported grant value of $46.30 per share (total ~$1,749,955). The newly granted RSUs vest one-third each year beginning on the first anniversary of the grant.

Key Details

• Transaction dates: 2026-02-12 (vesting and tax withholding) and 2026-02-17 (RSU grant). Filing date: 2026-02-17.
• Reported amounts/prices: 51,700 Performance Awards vested (reported $0.00), 21,749 shares withheld at $36.57 (tax withholding; $795,361), 37,796 RSUs granted at $46.30 (grant value ~$1,749,955).
• Net shares delivered from the vesting event: 51,700 − 21,749 = 29,951 shares retained by the insider.
• Shares owned after transaction: not specified in the filing.
• Footnotes: F1 = performance awards vested per Compensation Committee/Board determination; F2 = withholding to satisfy tax obligations; F3 = new RSU grant vests one-third annually beginning one year after grant.
• Filing timeliness: Form 4 filed on 2026-02-17; the filing does not indicate a late-report flag.

Context

• These were equity compensation transactions (vesting and new RSU grant), not open-market purchases or sales. The withholding of 21,749 shares was to cover tax obligations and is a routine disposition, not an open-market sale signaling a change in investment view.
• The RSU grant is a standard long-term incentive; because they vest over time, they represent future potential share delivery rather than immediate market purchases.