Burton Phillip 4

What Happened

• Burton Phillip, EVP — North America at Simpson Manufacturing (SSD), received 3,248 shares on Feb 17, 2026 as the settlement of performance stock units (granted Jan 2023). Those shares were recorded at $0.00 per share for grant purposes. Separately, 344 shares were withheld by the company to satisfy tax withholding on vested restricted stock units; the withheld shares were valued at $209.01 each, totaling approximately $71,899.
• The 3,248 shares acquired pursuant to this filing were deferred under Simpson’s Nonqualified Plan at Mr. Phillip’s election and will settle on a future date selected by him.

Key Details

• Transaction dates: Feb 17, 2026 (settlement/award and tax withholding); Form filed Feb 18, 2026 (appears timely).
• Award: 3,248 shares @ $0.00 (code A — award/grant).
• Tax withholding: 344 shares withheld @ $209.01 (code F — tax withholding), proceeds ≈ $71,899.
• Holdings/vesting notes: Filing notes include 2,743 restricted stock units not yet vested and 4,022 shares deferred under the Plan that will settle per the deferral election.
• Footnotes: F1 = shares deferred under the Nonqualified Plan; F2 = performance units were granted Jan 2023 and performance/vesting ended Dec 31, 2025 (settled Feb 17, 2026); F3 = shares withheld to satisfy tax for RSUs; F4 = breakdown of unvested and deferred balances.
• Filing timeliness: Filed the next day after the transaction; not indicated as late.

Context

• This was a settlement/award of performance-based equity, not an open-market purchase or voluntary sale. The 344-share disposition was a company withholding to cover tax obligations on vested awards (a routine, non-discretionary transaction), not an active sale into the market.
• For retail investors: awards and routine tax withholding are common forms of insider equity activity and do not by themselves signal a change in insider sentiment.