Vahedi Vahid 4

4 · LAM RESEARCH CORP · Filed Mar 2, 2026

AI-generated summary of this filing

Updated Mar 2, 2026

Lam Research SVP Vahid Vahedi Sells Shares to Cover Taxes

What Happened

Vahid Vahedi, Senior Vice President at Lam Research (LRCX), had shares withheld/disposed to satisfy tax withholding tied to restricted stock unit (RSU) vesting. On 2026-02-27 and 2026-03-27, a total of 32,974 shares were disposed at a reported per-share price of $233.89, generating approximately $7,712,289 in value.
At the same time he was credited with RSU awards: 9,053 shares (acquired 02/27/2026) and an additional 11,065-share award reported as a derivative grant. These awards carry standard vesting and performance terms noted below.

Key Details

Transaction dates and prices:
- 02/27/2026: 24,675 shares withheld/disposed @ $233.89 = $5,771,236
- 02/27/2026: 2,994 shares withheld/disposed @ $233.89 = $700,267
- 02/27/2026: 1,923 shares withheld/disposed @ $233.89 = $449,770
- 03/27/2026: 3,382 shares withheld/disposed @ $233.89 = $791,016
- 02/27/2026: 9,053 RSU award acquired @ $0.00 (grant)
- 02/27/2026: 11,065 RSU-related derivative award acquired @ $0.00
Nature of transaction: Disposals labeled "F" — shares were automatically withheld to satisfy tax withholding obligations upon RSU vesting (not an open-market discretionary sale).
Shares owned after transaction: Not specified in the provided extract; filing notes the reported amount includes shares subject to unvested RSUs.
Footnotes of note:
- F1: Time-based RSUs vest in three equal installments on 02/27/2027, 02/27/2028 and 02/27/2029.
- F3: Shares reported as disposed were automatically withheld upon vesting to satisfy tax obligations.
- F4: Market-based performance RSUs vest between 0%–150% on 02/27/2029, based on TSR vs. PHLX Semiconductor Total Return Index for 02/02/2026–02/01/2029.
Filing timeliness: No late filing flag provided; treated as timely.

Context

This is a routine tax-withholding event tied to RSU vesting (often called "sell-to-cover"). While the dollar amount (~$7.7M) is large, it reflects withholding to meet tax liabilities rather than a discretionary market sale that signals a change in insider sentiment.
The grant includes both time-based RSUs (scheduled vesting) and performance-based RSUs (payout 0–150% depending on relative TSR).

Form 4

Period: 2026-02-27

Senior Vice President

Transactions

Award
Common Stock
[F1][F2]
2026-02-27+9,053→ 309,870 total
Tax Payment
Common Stock
[F3][F2]
2026-02-27$233.89/sh−24,675$5,771,236→ 285,195 total
Tax Payment
Common Stock
[F3][F2]
2026-02-27$233.89/sh−2,994$700,267→ 282,201 total
Tax Payment
Common Stock
[F3][F2]
2026-02-27$233.89/sh−1,923$449,770→ 280,278 total
Tax Payment
Common Stock
[F3][F2]
2026-03-27$233.89/sh−3,382$791,016→ 276,896 total
Award
Market-based Performance Restricted Stock Unit
[F4]
2026-02-27+11,065→ 11,065 total
Exercise: $0.00→ Common Stock (11,065 underlying)

Footnotes (4)

[F1]The restricted stock units will vest in three equal installments on 02/27/2027, 02/27/2028, and 02/27/2029.
[F2]The amount reported includes shares subject to unvested restricted stock units.
[F3]Represents shares that were automatically withheld upon vesting of restricted stock units to satisfy tax withholding obligations.
[F4]The Market-based performance restricted stock units will vest between 0% and 150% on 2/27/2029. The performance of this award is based on the percentile ranking of Lam Research's Total Shareholder Return relative to the Total Shareholder Return of the companies in the PHLX Semiconductor Total Return Index during the performance period of 02/2/2026 through 02/01/2029.

Signature

Marta Woods by Power of Attorney|2026-03-02

1 file