Thurmond Mark C. 4

What Happened

• Mark C. Thurmond, CEO of Tenable Holdings, had Performance RSUs (PRSUs) convert and received an RSU grant. On Feb 25, 2026, 24,381 derivative units converted into common stock (no exercise price). To satisfy tax withholding, 11,789 of those shares were withheld/retained by the issuer at $19.00 each (total withheld value $223,991). On Feb 26, 2026, he was reported as receiving a grant of 341,847 RSU-type awards (reported as derivative securities, $0 exercise price). These are awards/vesting events rather than open‑market purchases or sales.

Key Details

• Transaction dates: Feb 25, 2026 (conversion/withholding) and Feb 26, 2026 (award/grant).
• Conversion: 24,381 shares (derivative conversion) reported at $0.00.
• Tax withholding: 11,789 shares disposed/withheld at $19.00 each = $223,991 (footnote: withheld to satisfy income tax obligations; not an open‑market sale).
• Grant: 341,847 RSUs (reported as a grant/award on Feb 26, 2026) at $0.00.
• Vesting/measurement: Compensation Committee certified PRSU payout at 97.2% for fiscal 2025; 25% of PRSUs vested on Feb 25, 2026; remainder vests quarterly over 3 years (per footnotes).
• Shares owned after the transaction: not specified in the provided filing summary.
• Filing timeliness: Report filed Feb 27, 2026 for transactions dated Feb 25–26, 2026 — no indication of a late filing.

Context

• These entries reflect equity compensation activity (vesting/conversion of PRSUs/RSUs and a new RSU grant). The withholding of shares to cover taxes is routine and not an open‑market sale; it reduces the net shares delivered to the insider. The RSU/PRSUs carry future vesting schedules and potential accelerated vesting only in specified circumstances per the footnotes.