Duke Benjamin D 4

What Happened Benjamin D. Duke, President‑Marine of Polaris Inc. (PII), disposed of a total of 12,734 Polaris shares across transactions on Feb 10–11, 2026. The activity includes 2,644 shares withheld to satisfy tax withholding on a vested restricted stock award (2,644 @ $67.70, $178,999) and open‑market sales of 296 shares (weighted avg $67.40, $19,950) and 9,794 shares (weighted avg $66.80, $654,239). Combined proceeds/values from these dispositions total roughly $853,188. These were dispositions (sales/withholding), not purchases.

Key Details

• Transaction dates: Feb 10, 2026 (tax withholding on vesting) and Feb 11, 2026 (open‑market sales). Form 4 filed Feb 12, 2026 (timely).
• Transaction types: F = shares withheld to satisfy tax obligation upon vesting; S = open‑market sales.
• Per‑transaction detail:
  • 2,644 shares withheld @ $67.70 = $178,999 (F; tax withholding on restricted stock vesting).
  • 296 shares sold (weighted avg $67.40) = $19,950 (F2; sale prices ranged $67.40–$67.41).
  • 9,794 shares sold (weighted avg $66.80) = $654,239 (F3; sale prices ranged $66.40–$67.38).
• Total disposed: 12,734 shares for ≈ $853,188.
• Shares owned after transaction: not specified in the provided excerpt of the filing.
• Footnotes: F1 indicates withholding to cover taxes on vested restricted stock; F2/F3 note weighted average prices and that per‑trade price details are available on request.

Context

• The 2,644‑share action was a tax‑withholding disposition tied to vesting (common and not a market‑timing buy/sell decision). The larger open‑market sales on Feb 11 were routine dispositions. No purchases, option exercises requiring immediate sale, or 10%‑owner transactions were reported in the provided details.