SAMAD SAM 4

What Happened
Samad Sam, Executive Vice President & Chief Financial Officer of Quest Diagnostics (DGX), was granted restricted stock units (RSUs) and had shares withheld to cover tax withholding. On Feb 18, 2026 he received awards totaling 3,965 RSUs (grant price $0) and an additional 18,303 RSUs shown as a derivative award (grant price $0). He also had 855 shares disposed at $210.01 (total $179,559) and 1,010 shares disposed at $206.99 (total $209,060) to satisfy tax withholding obligations—total shares withheld = 1,865 and total value ~ $388,619. Separately, on Jan 28, 2026 he acquired 69 shares at $183.51 (value $12,662), reported early per broker dividend reinvestment rules.

Key Details

• Transaction dates: Jan 28, 2026 (69 shares @ $183.51); Feb 18, 2026 (3,965 RSUs @ $0; 18,303 RSUs derivative @ $0; 855 shares sold @ $210.01; 1,010 shares sold @ $206.99).
• Tax withholding: 1,865 shares surrendered to issuer to cover withholding (total ~$388,619) per footnote F2 (routine tax withholding on RSU vesting).
• Footnotes: F1 = award of restricted stock units; F2 = disposition to issuer solely to cover tax withholding; F3 = 69 shares via dividend reinvestment plan reported early; F4 = note about option vesting schedule (appears for context but no option exercises reported here).
• Shares owned after these transactions: not specified in the provided filing excerpt.
• Filing timeliness: Reported on Feb 20, 2026 for transactions dated Feb 18, 2026—filed within the typical two-business-day Form 4 reporting window.

Context: These entries reflect compensation-related RSU awards and routine tax-withholding (a cashless surrender), not an open-market purchase or intentional sell-for-profit. Awards increase potential future ownership as RSUs vest; the withheld shares are a standard administrative step to satisfy payroll taxes.