Herckis Karen 4
4 · CS Disco, Inc. · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
CS Disco EVP Karen Herckis Sells Shares, Receives RSU Award
What Happened
Karen Herckis, EVP and Chief HR Officer of CS Disco (LAW), had two types of transactions reported. On Feb 17, 2026 she sold 8,171 shares in an open‐market sale for a weighted average price of $3.07, generating $25,085; the filing notes the sale was a mandatory sale to cover taxes/fees. On Feb 18, 2026 she was credited with two RSU awards totaling 69,592 RSUs (41,726 and 27,866), reported at $0.00 because these are restricted stock units that vest over time.
Key Details
- Transaction dates and prices:
- Sale: 2026-02-17 — 8,171 shares sold, weighted average price $3.07 (range $3.04–$3.08) for $25,085. (Footnotes F1, F2)
- Awards: 2026-02-18 — 41,726 RSUs and 27,866 RSUs granted/credited (reported at $0.00). (Footnotes F3, F4)
- Reason for sale: Footnote F1 states the shares were sold solely to cover required taxes and fees upon RSU settlement (routine tax withholding).
- Vesting/conditions:
- The 41,726 RSUs vest in 16 equal quarterly installments starting May 16, 2026, subject to continued service. (F3)
- The 27,866 RSUs are performance-based (granted Feb 2025); certification of 2025 performance occurred Feb 18, 2026. One-quarter vests after two business days following release of 2025 earnings; the remainder vests in 12 equal quarterly installments starting May 16, 2026, subject to service. (F4)
- Shares owned after transaction: Not reported on this Form 4.
- Filing timeliness: Form 4 was filed Feb 19, 2026 (transactions occurred Feb 17–18), which is within the standard two-business-day reporting window — no late filing indicated.
- Exhibit: Power of Attorney listed (Exhibit 24).
Context
RSU awards are not immediate free shares — they convert to common stock only as they vest and subject to service/performance conditions, so the reported awards do not represent immediate selling power. The small open‑market sale here is described as a tax-withholding sale (routine) and should not be interpreted on its own as a bullish or bearish signal about company prospects.
Insider Transaction Report
- Sale
Common Stock
[F1][F2]2026-02-17$3.07/sh−8,171$25,085→ 132,259 total - Award
Common Stock
[F3]2026-02-18+41,726→ 173,985 total - Award
Common Stock
[F4]2026-02-18+27,866→ 201,851 total
Footnotes (4)
- [F1]Represents the aggregate number of shares sold by the Reporting Person as a result of a mandatory sale to cover taxes and fees due upon the release and settlement of restricted stock units. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes and fees.
- [F2]The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.04 to $3.08. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
- [F3]Represents a restricted stock unit ("RSU") award. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The RSUs shall vest in 16 equal quarterly installments with the first vest date occurring on May 16, 2026, and shall continue to vest on each quarterly date thereafter, subject to the Reporting Person's continuous service to the Issuer through each vesting date.
- [F4]Represents RSUs that were granted in February 2025 subject to performance-based vesting conditions pertaining to 2025 performance, the achievement of which was certified by the Compensation Committee on February 18, 2026. Of these RSUs, 1/4th of the shares will vest after two full business days have elapsed following the Issuer's release of 2025 earnings, and the remainder will vest in twelve equal quarterly installments with the first vest date occurring on May 16, 2026, and shall continue to vest on each quarterly date thereafter, subject to the reporting person's continuous service to the Issuer through each vesting date.