HMH Holding COO Chauviere Receives 10,927-Share Award

What Happened
CHAUVIERE E CHARLS, Chief Operations Officer of HMH Holding Inc. (HMH), had 10,927 performance-based restricted stock units (RSUs vest) convert into 10,927 shares on September 3, 2026 (valued at $19.26 each, total $210,454). To satisfy tax withholding obligations, 4,300 of those shares were withheld (disposed) at the same per-share value ($82,818), leaving a net of 6,627 shares issued to the reporting person. This was an award/vesting event, not an open-market purchase or sale; the only shares disposed were withheld for taxes.

Key Details

• Transaction date: September 3, 2026. Per-share price used for reporting: $19.26.
• Shares granted/vested (A): 10,927 shares — $210,454 reported value.
• Shares withheld for taxes (F): 4,300 shares — $82,818 value; net shares retained: 6,627.
• Shares owned after transaction: Not specified in the filing.
• Notable footnotes:
  • F1: These were performance-based RSUs granted April 2, 2026. The Compensation Committee certified achievement of the performance condition at 50%, which caused the original RSU grant to be earned at the target amount (10,927 shares) for the performance period Sept 1, 2023 through Aug 31, 2026.
  • F2: The 4,300-share withholding was a net settlement to cover tax obligations and was approved by the board under Rule 16b-3.
• Filing timeliness: Form filed Sept 4, 2026 for a Sept 3, 2026 event — appears timely (no late filing noted).

Context: This was a vesting/award event tied to company performance metrics (EBITDA growth vs. peers). The withholding of shares for taxes is a routine, administrative disposition and does not necessarily indicate a voluntary sale or change in insider sentiment.