Spitznagel Thomas 4

What Happened
Thomas Spitznagel, Senior Vice President, Technical Operations at MacroGenics (MGNX), had restricted stock units (RSUs) convert into 15,000 shares on Feb 7–8, 2026 (6,001 and 8,999 shares). To cover tax withholding, 2,485 shares (Feb 7) and 3,186 shares (Feb 8) were surrendered at $1.81 per share for cash withholding payments of $4,498 and $5,767, respectively (total withheld: 5,671 shares; ~$10,265). The conversion entries are reported as derivative conversions (transaction code M) and the withholdings as payment of tax liability (code F).

Key Details

• Transaction dates: Feb 7, 2026 and Feb 8, 2026 (reported on Form 4 filed Feb 10, 2026).
• Converted (acquired) shares: 6,001 (2/7) + 8,999 (2/8) = 15,000 shares.
• Shares withheld for taxes (disposed): 2,485 (2/7) and 3,186 (2/8) at $1.81/share = $4,498 and $5,767. Total withheld value ≈ $10,265.
• Transaction codes: M = conversion/exercise of derivative (RSU conversion), F = payment of tax liability (share withholding). Some derivative lines show $0.00 consideration, reflecting RSU conversion mechanics.
• Footnotes: RSUs convert one-for-one. The amounts correspond to scheduled vesting from prior grants—18,000 RSUs granted 2/7/2025 (vest in 3 equal installments) and 27,000 RSUs granted 2/8/2024 (vest in 3 equal installments).
• Shares owned after the transactions are not specified in the provided data.

Context
This was not an open-market buy or sell for investment purposes but the routine conversion/vesting of RSUs and the customary withholding of shares to satisfy tax obligations (a type of cashless withholding). Such withholding is standard and does not by itself indicate a bullish or bearish signal about the company.