STEM, INC.·4

Jul 2, 6:57 PM ET

Laureles Saul R. 4

4 · STEM, INC. · Filed Jul 2, 2026

Research Summary

AI-generated summary of this filing

Updated

STEM CLO Saul R. Laureles Exercises PSUs, Sells Shares

What Happened

  • Saul R. Laureles, Chief Legal Officer of STEM, converted/exercised performance-based equity into a total of 7,750 common shares (two conversions recorded: 5,000 and 2,750 shares) at an effective per-share exercise price of $7.81, for a cash outlay of about $60,528. The filing also shows the related cancellation/disposition of the underlying PSUs (reported at $0).
  • Following the settlement, 675 shares were sold in an open-market transaction on July 2, 2026 for $7.85 per share, generating $5,299. Separately, certain shares were automatically sold to cover the reporting person’s tax withholding obligations (a "sell-to-cover"); that sell-to-cover was not a discretionary trade.

Key Details

  • Transaction dates and prices:
    • June 30, 2026: Conversion/exercise of PSUs → 5,000 shares @ $7.81 ($39,050) and 2,750 shares @ $7.81 ($21,478).
    • June 30, 2026: Corresponding disposition entries for 5,000 and 2,750 PSUs at $0 (PSU settlement/cancellation).
    • July 2, 2026: Open-market sale → 675 shares @ $7.85 = $5,299.
  • Shares owned after transaction: Not specified in the provided filing excerpt.
  • Notable footnotes:
    • F1: Some shares were automatically sold to cover tax withholding on PSU settlement (sell-to-cover)—not a discretionary trade.
    • F2–F4: PSUs granted in 2025 (5,500 on 6/30/25 and 10,000 on 7/28/25); 2,750 and 5,000 of those grants, respectively, vested on June 30, 2026 after satisfying a performance metric tied to a $17.60 VWAP threshold.
  • Filing date: July 2, 2026 (listed filing date). Timeliness not indicated in the excerpt.

Context

  • These entries reflect the settlement/conversion of performance stock units (PSUs) into shares and follow-up sales: the PSUs converted to shares (derivative code M), some shares were withheld/sold to cover taxes, and a small number were sold in the open market. Sell-to-cover transactions are routine for tax purposes and are not considered discretionary insider selling.

Insider Transaction Report

Form 4
Period: 2026-06-30
Laureles Saul R.
Chief Legal Officer
Transactions
  • Exercise/Conversion

    Common Stock, Par Value $0.0001 Per Share

    2026-06-30$7.81/sh+5,000$39,05032,450 total
  • Exercise/Conversion

    Common Stock, Par Value $0.0001 Per Share

    2026-06-30$7.81/sh+2,750$21,47835,200 total
  • Sale

    Common Stock, Par Value $0.0001 Per Share

    [F1]
    2026-07-02$7.85/sh675$5,29934,525 total
  • Exercise/Conversion

    Performance Stock Unit

    [F2][F3]
    2026-06-302,7502,750 total
    Common Stock, Par Value $0.0001 Per Share (2,750 underlying)
  • Exercise/Conversion

    Performance Stock Unit

    [F2][F4]
    2026-06-305,0005,000 total
    Common Stock, Par Value $0.0001 Per Share (5,000 underlying)
Footnotes (4)
  • [F1]Represents shares of common stock automatically sold to cover the reporting person's tax liability in connection with the settlement of PSUs on June 30, 2026. This "sell to cover" transaction does not represent a discretionary trade by the reporting person.
  • [F2]Each performance stock unit ("PSU") represented a contingent right to receive one share of the Issuer's common stock if the volume-weighted average price of the Issuer's common stock for any consecutive sixty (60) trading-day period equaled or exceeded $17.60 (the "Performance Metric") during a performance period ending on June 30, 2028 (the "Performance Period").
  • [F3]On June 30, 2025, the Reporting Person was granted 5,500 PSUs, 2,750 of which vested on June 30, 2026 following the Issuer's achievement of the Performance Metric during the Performance Period.
  • [F4]On July 28, 2025, the Reporting Person was granted 10,000 PSUs, 5,000 of which vested on June 30, 2026 following the Issuer's achievement of the Performance Metric during the Performance Period.
Signature
/s/ Sarah Dunn, attorney-in-fact|2026-07-02

Documents

1 file
  • 4
    wk-form4_1783033052.xmlPrimary

    FORM 4