BUFFINGTON STEPHANIE 4

What Happened

• Stephanie Buffington, Chief Accounting Officer of Texas Pacific Land Corp. (TPL), had restricted stock units (RSUs) vest on Feb 10, 2026. The filing reports conversion/exercise of 513 RSUs into common shares and a related derivative reporting line, and 245 shares were surrendered to the company to satisfy tax withholding obligations, generating $98,397 in consideration (245 shares × $401.62).
• The transactions are recorded as M (exercise/conversion of derivative) and F (payment of exercise price or tax liability). The net effect: RSUs vested and a portion of the newly issued shares were used to pay taxes (a routine "sell-to-cover"/surrender for tax withholding).

Key Details

• Transaction date: February 10, 2026; filing date: February 12, 2026 (filed within the usual 2-business-day Form 4 window).
• Reported share movements:
  • 513 RSUs converted into common stock (M).
  • 245 shares surrendered to issuer for tax withholding at $401.62 each = $98,397 (F).
  • A separate M-line shows 513 shares reported with $0.00 price (reflects derivative conversion reporting).
• Footnotes of note:
  • RSUs convert one-for-one into common stock and all such reported RSUs vested on Feb 10, 2026 (F1, F3).
  • 245 shares were surrendered to the issuer in connection with tax withholding obligations (F2).
  • All share amounts reflect the 3-for-1 stock split effected on December 22, 2025.
• Shares owned after the transactions are not specified in the provided excerpt of the filing.

Context

• This was not an open-market sale motivated by liquidity or investment view: the surrender of shares to cover taxes is a common administrative step when RSUs vest (a routine "sell-to-cover" or net share settlement), and does not by itself indicate the insider's market sentiment.
• The filing treats the RSU vesting as exercise/conversion of a derivative instrument (code M). The simultaneous surrender of some shares for tax obligations (code F) is typical in net-settlement or withholding arrangements.