Hession David 4
4 · Dorman Products, Inc. · Filed Feb 23, 2026
Research Summary
AI-generated summary of this filing
Dorman (DORM) CFO David Hession Receives Award; Shares Withheld for Taxes
What Happened
David Hession, Senior Vice President and Chief Financial Officer of Dorman Products (DORM), received 4,072 shares on 2026-02-19 as the settlement of performance-based restricted stock units (RSUs). Simultaneously, 1,889 shares were withheld by the company to satisfy tax withholding obligations; those withheld shares were reported as a disposition at $127.73 per share for proceeds of $241,282. The grant is reported as an award/acquisition (code A) and the withholding as a tax-related disposition (code F).
Key Details
- Transaction dates: 2026-02-19 (reported on Form 4 filed 2026-02-23). Filing appears to be within the 2-business-day reporting window.
- Award: 4,072 shares received (code A) at $0.00 acquisition price — settlement of performance-based RSUs for the 2023–2025 performance cycle (Footnote F1).
- Tax withholding/disposition: 1,889 shares withheld (code F) at $127.73/share — proceeds $241,282. Withholding treated as a disposition under Section 16 (Footnote F3).
- ESPP purchases referenced: report notes inclusion of prior ESPP acquisitions of 112.2087 shares (6/30/2025) and 83.5130 shares (12/31/2025) in the reported amounts (Footnote F2).
- Shares owned after the transaction: not specified in the information provided in this summary.
Context
- This was a settlement of performance-based RSUs (an award), not an open-market sale. The withholding of shares to cover taxes is common and is treated as a disposition for reporting purposes — it does not necessarily indicate an executive-initiated sale.
- Purchases (or award receipts) can be a stronger signal of insider confidence than routine tax-withholdings; here the primary action was receipt of RSUs with routine withholding to cover taxes.
Insider Transaction Report
Form 4
Hession David
SVP and CFO
Transactions
- Award
Common Stock
[F1][F2]2026-02-19+4,072→ 9,906.358 total - Tax Payment
Common Stock
[F3]2026-02-19$127.73/sh−1,889$241,282→ 8,017.358 total
Footnotes (3)
- [F1]Represents the settlement of performance-based restricted stock units granted in fiscal 2023 for the 2023-2025 performance cycle.
- [F2]The amount reported includes 112.2087 shares acquired by the Reporting Person under Dorman's employee stock purchase plan on June 30, 2025 and 83.5130 shares acquired by the Reporting Person under Dorman's employee stock purchase plan on December 31, 2025.
- [F3]These shares were withheld by the Issuer upon the vesting of restricted stock units to satisfy the Reporting Person's tax withholding obligations. Such withholding is treated as a disposition of securities under Section 16 of the Securities Exchange Act of 1934, as amended.
Signature
/s/ Frank J. Mahr, by Power of Attorney|2026-02-23