Ortowski Cody 4

What Happened

• Cody Ortowski, EVP of Business Strategy at Select Water Solutions (WTTR), had 27,561 performance share units (PSUs) vest on March 5, 2026 and was issued 27,561 shares (award, code A). To satisfy tax withholding obligations arising on vesting, 10,846 shares were surrendered/withheld (code F) at a reported value of $14.03 per share, totaling approximately $152,169. Net shares received by Ortowski after withholding were 16,715.

Key Details

• Transaction dates: March 5, 2026 (vest and withholding). Form 4 filed March 9, 2026.
• Award: 27,561 shares issued (PSUs vested; acquisition price $0).
• Tax withholding/disposition: 10,846 shares withheld at $14.03/share = ~$152,169.
• Net shares delivered to insider: 27,561 − 10,846 = 16,715 shares.
• Footnotes: (F1) PSUs were earned under a Feb 24, 2023 award after performance conditions were satisfied. (F2) Shares were withheld by the company to satisfy tax withholding obligations.
• Shares owned after transaction: not disclosed in the filing.
• Timeliness: The Form 4 was filed 4 days after the transaction date (filed 2026-03-09 for a 2026-03-05 event); this is later than the typical 2-business-day reporting window and is therefore marked late (L).

Context

• This was not an open-market sale for cash but a common tax-withholding disposition following PSU vesting (company withheld shares to cover taxes). Such withholdings are routine and do not necessarily indicate a deliberate decision to sell shares into the market.
• PSUs are performance-based awards; the filing indicates performance conditions were satisfied, triggering issuance and the related tax obligation.