APPLEBY ADAM D 4
4 · CONDUENT Inc · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Conduent (CNDT) EVP Adam Appleby Receives RSU Payout
What Happened
- Adam D. Appleby, Executive Vice President, Public Sector at Conduent Inc., had performance restricted stock units (PRSUs) that vested/settled on Dec 31, 2025 and were certified by the Compensation Committee on Feb 10, 2026. As reported on Feb 10, 2026: 8,112 shares were issued to him (code A), 9,150 shares were disposed to the issuer (forfeited) (code D), and 9,953 shares were withheld to cover taxes (two F transactions totaling $14,233 at $1.43/share). This was a payout/vesting event (award), not an open-market purchase or sale.
Key Details
- Transaction date(s): February 10, 2026. Filing date: February 12, 2026 (appears to be timely).
- Reported transactions (per filing):
- A: Acquired 8,112 shares (issued on vesting) @ $0.00
- D: Disposed (forfeiture) 9,150 shares @ $0.00
- F: Withheld 5,276 shares for taxes @ $1.43 = $7,545
- F: Withheld 4,677 shares for taxes @ $1.43 = $6,688
- Total shares withheld for taxes: 9,953; total tax withholding value reported: $14,233
- Shares owned after transaction: not specified in the provided excerpt of the filing.
- Relevant footnotes:
- F1: Partial forfeiture of PRSUs tied to a TSR performance condition (Apr 1, 2023–Dec 31, 2025); vested with a 50% payout as certified Feb 10, 2026.
- F3: Shares issued reflect vesting of PRSUs tied to a revenue-growth condition for the same period; payout ~22%.
- F2: Indicates shares were withheld specifically to pay tax obligations on vested PRSUs.
- Filing timeliness: The form was filed two days after the reported transactions — generally within the required Section 16 reporting window.
Context
- These transactions reflect PRSU vesting and settlement (awards) and tax-withholding; they are not open-market sales or purchases. Dispositions to the issuer reflect forfeited units due to performance outcomes rather than a manager-initiated sale.
- For retail investors: awards/vests show how long-term compensation is settling but do not directly signal the insider buying or selling stock in the market. Tax-withholding via share surrender is a routine administrative step.
Insider Transaction Report
Form 4
CONDUENT IncCNDT
APPLEBY ADAM D
EVP, Public Sector
Transactions
- Disposition to Issuer
Common Stock
[F1]2026-02-10−9,150→ 364,850 total - Tax Payment
Common Stock
[F2]2026-02-10$1.43/sh−5,276$7,545→ 359,574 total - Award
Common Stock
[F3]2026-02-10+8,112→ 367,686 total - Tax Payment
Common Stock
[F2]2026-02-10$1.43/sh−4,677$6,688→ 363,009 total
Footnotes (3)
- [F1]This represents the partial forfeiture of performance restricted stock units granted on April 1, 2023 that were subject to vesting based upon a pre-established total shareholder return performance condition for the period of April 1, 2023 through December 31, 2025. Such performance restricted stock units vested on December 31, 2025, with a payout percentage of 50%, which was certified by Conduent Incorporated's Compensation Committee on February 10, 2026.
- [F2]Shares withheld to pay for taxes on Performance Restricted Stock Units that have vested.
- [F3]This represents the number of shares of common stock issued upon the vesting of certain performance restricted stock units granted to the reporting person on April 1, 2023 that were subject to vesting based upon a pre-established revenue growth performance condition for the period of January 1, 2023 through December 31, 2025. Such performance restricted stock units vested on December 31, 2025, with a payout percentage of approximately 22%, which was certified by Conduent Incorporated's Compensation Committee on February 10, 2026.
Signature
/s/ Michael Krawitz|2026-02-12