KAUFMAN VICTOR 4

What Happened

• Victor Kaufman, Vice Chairman and Director of IAC Inc., received the vesting of restricted stock units (RSUs). On Feb 9, 2026, 6,845 RSUs were granted/acquired (vested). Related actions on Feb 10 show conversion/exercise of 2,445 derivative units into shares and those 2,445 shares were disposed the same day. To satisfy tax withholding on the RSU vesting, 1,007 shares were withheld/used to cover taxes at $36.47 per share, totaling $36,725.
• This is primarily a routine RSU vesting event with tax withholding rather than an open-market sale or a cash purchase.

Key Details

• Transaction dates: Feb 9–10, 2026. Form filed Feb 11, 2026 (appears timely).
• Vesting/acquisition: 6,845 RSUs vested (acquired) on Feb 9, 2026.
• Derivative conversion/exercise: 2,445 units converted/exercised on Feb 10, 2026 and same-day disposed (reported at $0.00 per share in the filing).
• Tax withholding: 1,007 shares withheld at $36.47/share to cover tax liability = $36,725 (code F).
• Shares owned after the transaction: not specified in the provided extract; filing notes holdings held via a grantor retained annuity trust (GRAT) for the reporting person’s spouse (see footnote F3).
• Notable footnotes: F1–F2 confirm shares acquired on vesting and shares withheld for taxes; F4–F5 describe future vesting schedules for remaining RSUs; F6 notes prior adjustment for the Angi Inc. spin-off.

Context

• RSU vesting and associated tax-withholding are common, routine insider events and do not necessarily signal a change in the insider’s view of the company. The reported exercise/conversion (code M) followed by same-day disposition generally reflects settlement mechanics (conversion and immediate transfer/settlement), not an open-market sale for investment purposes.