Axalta (AXTA) CFO Carl Anderson Exercises RSUs; Shares Withheld for Taxes

What Happened
Carl Douglas Anderson II, Axalta’s Senior Vice President and Chief Financial Officer, had 20,657 restricted stock units (RSUs) convert into common shares on August 14, 2026. Of those, 9,485 shares were withheld to satisfy tax withholding obligations, resulting in $353,885 reported in withholding. The net shares delivered to Anderson were 11,172 (20,657 gross − 9,485 withheld). This was a routine RSU vesting and tax-withholding transaction, not an open‑market sale or purchase.

Key Details

• Transaction date: August 14, 2026; Form filed August 18, 2026 (filed 4 days after the transaction; Form 4 is typically due within 2 business days, so the filing appears delayed).
• Primary actions reported:
  • Conversion/exercise (code M) of 20,657 RSUs into common shares.
  • Tax withholding (code F): 9,485 shares withheld at $37.31 per share = $353,885 to cover tax obligations.
• Footnotes:
  • F1: RSUs convert one-for-one into common shares.
  • F2: The withheld 9,485 shares were used to satisfy the tax withholding obligation on the vested portion.
  • F3: These RSUs originated from a grant on Aug 14, 2023 (61,969 RSUs) vesting in three equal annual installments beginning Aug 14, 2024 (≈20,657 per installment).
• Shares owned after transaction: Not disclosed in the filing.

Context

• This was a standard RSU vesting event with shares withheld for taxes (often described as a “sell-to-cover” or withholding), not a discretionary open‑market sale or new purchase — generally considered routine compensation-related activity rather than a direct signal of insider sentiment.
• For clarity: “M” indicates conversion/exercise of a derivative (here, RSUs converting to common shares) and “F” indicates shares disposed to meet tax withholding.