STEDDUM CHRIS 4

What Happened

• Chris Steddum, CFO of Texas Pacific Land Corporation (TPL), had performance/restricted awards and derivative conversions vest/convert on Feb 10, 2026 and received 6,393 shares (awards/RSUs/PSUs). To satisfy tax withholding, he surrendered 3,642 shares at $401.62 per share (615 + 3,027 shares), generating about $1.46 million in proceeds. The filing shows two derivative/option conversion entries (1,269 shares) related to the conversions.

Key Details

• Transaction date: February 10, 2026; Form 4 filed Feb 12, 2026 (filed within the usual 2-business-day window).
• Awards/vesting: 6,393 shares granted/vested (PSUs/RSUs converted into common stock on a 1:1 basis per footnotes).
• Tax withholding: 3,642 shares surrendered at $401.62/share — proceeds reported as $246,996 and $1,215,704 (total ≈ $1.46M).
• Derivative activity: 1,269-share conversions/exercises reported (M code) related to award/derivative conversion.
• Shares owned after transaction: not specified in the provided filing summary.
• Notable footnotes: PSUs vested based on performance (RTSR at 171% and FCF at 164% of target); some RSUs have staggered future vesting; a clerical correction to prior RSU counts was made; all share amounts reflect the 3-for-1 stock split effective Dec 22, 2025.

Context

• This was not an open-market sale to raise cash to an outside buyer but stock surrender to the issuer to cover tax withholding (routine for exercised/vested awards). PSUs and RSUs converted one-for-one to common stock; some vested as a result of above-target performance metrics. Routine tax withholding or share-withholding to cover exercise/vesting obligations is common and doesn’t necessarily indicate a change in insider confidence.