Sadusky Vincent L 4

What Happened
Vincent L. Sadusky, CEO of Brightstar Lottery PLC (BRSL), had performance share units vest and converted into 116,863 ordinary shares on May 1, 2026. To cover tax obligations, 49,487 of those shares were withheld and disposed at $12.80 per share, producing combined proceeds of $633,434 (two withholdings of $262,208 and $371,226). The net shares delivered to Sadusky after withholding were approximately 67,376 shares. This was a conversion/vesting of compensation awards rather than an open-market purchase or voluntary sale.

Key Details

• Transaction date: May 1, 2026; Form 4 filed May 5, 2026 (appears filed after the typical 2-business-day deadline).
• Vested/converted (derivative exercise/conversion, code M): 48,375 shares + 68,488 shares = 116,863 shares acquired.
• Tax-withholding disposals (code F): 20,485 shares @ $12.80 = $262,208 and 29,002 shares @ $12.80 = $371,226; total withheld 49,487 shares for $633,434.
• Net shares received after withholding: ~67,376 shares.
• Shares owned after the transaction: not specified in the filing.
• Relevant footnotes: F1 = these were performance share units (PSUs) under the LTIP that vest per the Compensation Committee certification; F2 = shares withheld to pay tax liability; F3 = certain securities are owned by a revocable trust (spouse is trustee) and the reporting person disclaims beneficial ownership except for pecuniary interest.

Context
This was a compensation-driven vesting/conversion of PSUs (derivative exercise), with shares withheld to satisfy tax withholding — effectively a cashless tax payment rather than a market sale for investment purposes. Footnote F1 clarifies the award structure and vesting schedule; F3 notes some reported securities are held in a trust. No implication about intent to buy or sell additional shares beyond this routine vesting event.