Phillips David Emmitt 4

What Happened

• David Emmitt Phillips, Senior Vice President and Chief Legal Officer of Goodyear (GT), converted/exercised derivative equity units on Feb 2, 2026 that resulted in 20,901 common shares being issued. Of those shares, 10,164 were withheld by the company to cover withholding taxes at an imputed price of $9.33, equal to $94,830.
• The filing shows the conversion/exercise (transaction code M) reported at a $0.00 exercise price (no cash exercise paid) and a corresponding disposition entry related to the derivative instrument. This was not an open-market sale of shares by the insider; the only shares that left his holding were withheld for taxes (transaction code F).

Key Details

• Transaction date: 2026-02-02
• Exercise / conversion: 20,901 shares reported (M) at $0.00
• Tax withholding: 10,164 shares withheld (F) at $9.33, value $94,830
• Derivative disposition entry: 20,901 shares reported as disposed (related to conversion)
• Shares owned after transaction: Not specified in this filing
• Footnotes: F1 = shares withheld by issuer for payment of withholding taxes; F2 = conversion of 96% of the base number of units granted, payable 100% in common stock
• Filing timeliness: Reported 2026-02-04 for a 2026-02-02 transaction (filed promptly)

Context

• This was an equity award conversion/exercise with a portion of shares withheld to satisfy tax obligations — a routine, non-market disposition. For retail investors, note this is not a purchase (which can signal bullishness) nor an open-market sale of shares intended to raise cash. The filing reflects the mechanics of converting award units into stock and settling taxes via share withholding.