McHugh Ryan 4

What Happened
Ryan McHugh, VP, CAO & Assistant Treasurer of Main Street Capital Corporation (MAIN), received a grant of 7,254 shares on 2026-04-01 under the company's 2022 Equity and Incentive Plan. To cover tax withholding on the vesting, 780 shares were surrendered/withheld and disposed at $52.96 each for proceeds of $41,309. In addition, McHugh acquired small amounts of MAIN shares via dividend reinvestment on 2026-03-13 and 2026-03-27 (totaling ~107.32 shares for ~$5,765). Net effect: a roughly +6,581-share increase from these reported transactions (grant + dividend reinvestments - tax withholding).

Key Details

• Transaction dates and prices:
  • 2026-03-13: 22.66 shares @ $54.66 ($1,239) and 26.179 shares @ $54.66 ($1,431) — dividend reinvestments (Rule 16a-11).
  • 2026-03-27: 27.13 shares @ $52.92 ($1,436) and 31.348 shares @ $52.92 ($1,659) — dividend reinvestments.
  • 2026-04-01: 7,254 shares granted @ $0.00 (equity award); 780 shares disposed/withheld @ $52.96 ($41,309) to satisfy tax withholding.
• Shares owned after the transaction: not specified in the provided Form 4 summary.
• Footnotes:
  • Dividend reinvestments were exempt under Rule 16a-11 (F1).
  • Awarded shares issued under the 2022 Equity and Incentive Plan (F2).
  • Withholding of 780 shares to cover taxes was approved by the Compensation Committee and is treated as an exempt sale under Rule 16b-3(e) (F3).
• Filing: Form 4 filed 2026-04-03 reporting activity through 2026-04-01 (no late-filing indication in the record provided).

Context

• The primary event is an equity award (A) of restricted/awarded shares; the subsequent transfer of 780 shares was a routine tax-withholding disposition (F), not an open-market sale motivated by investment views.
• Dividend reinvestments (J) are routine and exempt transactions that simply convert cash dividends into additional shares.
• For retail investors: awards and withheld shares are common in executive compensation and do not by themselves indicate a buy/sell signal.