Finkelstein David L 4

What Happened David L. Finkelstein, CEO, Co‑CIO and director of Annaly Capital Management (NLY), had restricted stock units (RSUs) vest on Feb 1, 2026. He was credited with 152,976 shares at $23.01 each (value ≈ $3,519,978) as an award (code A). To satisfy the tax withholding obligation tied to the vesting, 139,889 shares were surrendered to the company at $23.01 each (value ≈ $3,218,846) (code F).

Key Details

• Transaction date: 2026-02-01; Filing date: 2026-02-03 (Form 4 filed timely).
• Award: 152,976 RSU shares @ $23.01 = $3,519,978 (code A).
• Disposition for tax withholding: 139,889 shares surrendered @ $23.01 = $3,218,846 (code F).
• Shares owned after the transaction: not specified in the Form 4 filing.
• Footnotes:
  • F1: The surrendered shares were used to satisfy tax withholding on RSU vesting.
  • F2: Dividend equivalent units (DEUs) on RSUs are treated as common stock equivalents and included in reported holdings.
  • F3: RSUs granted under the 2020 Equity Incentive Plan vest ratably over three years beginning one year after grant.

Context This was an RSU vesting event with shares withheld to cover taxes (a routine, non‑open‑market disposition), not a market sale or open‑market purchase. The award (acquisition) increases beneficial ownership subject to the company’s reporting; the surrendered shares are a common cashless method to satisfy withholding and do not by themselves signal insider buying or selling intent.