Anderson Carl Douglas II 4

What Happened
Carl D. Anderson II, Senior Vice President and Chief Financial Officer of Axalta Coating Systems (AXTA), had 7,184 restricted stock units (RSUs) convert into 7,184 common shares on February 28, 2026. To satisfy tax withholding on the vesting, 3,012 shares were withheld and disposed at $33.41 each for total proceeds of $100,631, leaving 4,172 net shares issued to him. The filing shows the RSU/derivative conversion and the share withholding (sell-to-cover) for taxes.

Key Details

• Transaction date: February 28, 2026; Form 4 filed March 3, 2026 (timely filing).
• Conversion: 7,184 RSUs converted into 7,184 common shares (transaction code M).
• Tax withholding: 3,012 shares withheld/disposed at $33.41 per share for $100,631 (transaction code F).
• Net shares delivered to insider: 4,172 shares.
• Relevant footnotes: F1 — RSUs convert 1-for-1 to common shares; F2 — shares withheld to satisfy tax withholding; F3 — these RSUs were part of a 21,553‑unit grant on Feb 28, 2024 vesting in three annual installments beginning Feb 28, 2025.
• Shares owned after transaction: not specified in the provided excerpt.
• Transaction codes explained: M = exercise/conversion of derivative (RSU), F = shares withheld for tax withholding.

Context
This was a routine compensation vesting event (RSU conversion) with a sell-to-cover for taxes, not an open‑market sale or purchase — common for executive compensation. The derivative entries reflect conversion of RSUs into shares; the withholding is a standard tax payment mechanism and does not by itself indicate the insider’s market view.