SOHN YOUNG 4

What Happened
Sohn Young, a director of Arm Holdings plc (ARM), had restricted stock units (RSUs) vest on May 15, 2026. The filing shows: 1,531 ADSs delivered as an award (acquired at $0), conversion/exercise of 2,141 derivative shares, and 429 ADSs withheld and disposed to satisfy tax withholding at $209.16 per ADS for a total withholding value of $89,730. The derivative activity relates to conversion/exercise tied to the RSUs rather than an open‑market purchase or separate cash purchase.

Key Details

• Transaction date: May 15, 2026.
• Withholding sale: 429 ADSs withheld/disposed at $209.16 each = $89,730 (tax withholding).
• Awards/conversions: 1,531 ADSs granted/issued (RSUs) and 2,141 derivative shares exercised/converted (no cash paid reported for those conversions).
• ADS structure: Each ADS represents 1 Ordinary Share (Ordinary Shares are nominal £0.001) (Footnote F1, F3).
• Vesting notes: The RSUs vested in full on May 15, 2026 (F2,F3). Another tranche will vest May 15, 2027 subject to service, with delivery deferred until Mr. Sohn’s board service ends per his election (F5).
• Tax withholding: Ordinary shares (ADSs) were withheld to satisfy tax withholding on vesting (F4).
• Filing timeliness: No late filing indicator provided in the supplied data.

Context

• This was primarily RSU vesting, not a market purchase or discretionary sale; withholding shares to cover taxes is a routine administrative step and does not necessarily reflect a change in sentiment.
• The derivative entries reflect exercise/conversion tied to vested RSUs rather than new option purchases; some ADS delivery may be deferred per Mr. Sohn’s election.