Winings Matthew S 4

What Happened Matthew S. Winings, Senior Vice President, General Counsel and Secretary of Polaris Inc., had 725 shares withheld to satisfy his tax withholding obligation upon the vesting of a restricted stock award. The withholding occurred on 2026-02-10 at a reported per-share value of $67.70, totaling $49,083. This transaction is a tax-withholding disposition (code F), not an open-market sale.

Key Details

• Transaction date and price: 2026-02-10; 725 shares at $67.70 each (total $49,083).
• Transaction type/code: Payment of tax liability via share withholding (F).
• Shares owned after transaction: Not disclosed in the provided filing excerpt.
• Footnote: F1 — Shares were withheld to satisfy the reporting person's tax withholding obligation upon vesting of a restricted stock award.
• Filing: Form 4 filed 2026-02-12 (two days after the transaction), which is timely under normal Form 4 reporting rules.

Context Tax-withholding by retention of vested shares is common and routine when restricted stock vests; it reduces the insider’s outstanding shares but is not an indication of a deliberate market sale or change in sentiment. This is not an options exercise for immediate sale nor a gift; it simply fulfills tax obligations associated with vesting.