Lewis Heidi Diane 4
4 · Target Hospitality Corp. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
Target Hospitality (TH) EVP Heidi Lewis Exercises RSUs; Shares Withheld
What Happened Heidi Diane Lewis, EVP, General Counsel & Secretary of Target Hospitality Corp. (TH), had RSUs vest and converted them into common shares on February 27 and March 1, 2026. A total of 15,467 RSUs were converted into shares (8,929 on Feb 27; 4,615 and 1,923 on Mar 1). To cover tax obligations, 3,765 shares were withheld (2,174; 1,123; 468) at a $7.79 per-share price used for valuation, totaling $29,329. That leaves a net issuance of 11,702 shares to Lewis. The $0 exercise/price entries reflect conversion of RSUs (derivative conversion), and the F-code transactions are routine tax-withholding share retentions.
Key Details
- Transaction dates: Feb 27, 2026 and Mar 1, 2026; Form 4 filed Mar 3, 2026.
- Conversions (code M): 8,929; 4,615; 1,923 RSUs converted (total 15,467).
- Tax-withholding (code F): 2,174; 1,123; 468 shares withheld (total 3,765) at $7.79/share → $29,329 withheld.
- Net shares issued to insider: 11,702 shares (15,467 converted − 3,765 withheld).
- Shares owned after transaction: not explicitly stated in the filing. Filing footnote F3 lists unvested RSUs totaling 90,768 (grants with various multi-year vesting schedules).
- Footnotes: F1 explains an RSU/PSU converts to one share (or cash) upon vesting; F2 confirms the share withholding was to pay taxes and used the Feb 27 closing price; F3 lists unvested RSU grant details and vesting schedules.
- Filing timeliness: Form 4 filed March 3, 2026 and covers transactions on Feb 27 and Mar 1. (Form 4s are generally required within two business days of each transaction; review the SEC filing for any timeliness notes.)
Context
- These entries reflect routine RSU vesting and share withholding to satisfy tax liabilities — not an open-market sale or a new cash purchase. For derivative entries (code M), the $0 exercise price simply indicates conversion of RSUs/PSUs into shares rather than an option exercise requiring cash.
- Tax-withholding via share retention is common for employee equity awards and does not necessarily indicate a change in insider sentiment.
Insider Transaction Report
- Exercise/Conversion
Common Stock, par value $0.0001 per share
[F1]2026-02-27+8,929→ 150,096 total - Tax Payment
Common Stock, par value $0.0001 per share
[F2]2026-02-27$7.79/sh−2,174$16,935→ 147,922 total - Exercise/Conversion
Common Stock, par value $0.0001 per share
[F1]2026-03-01+4,615→ 152,537 total - Tax Payment
Common Stock, par value $0.0001 per share
[F2]2026-03-01$7.79/sh−1,123$8,748→ 151,414 total - Exercise/Conversion
Common Stock, par value $0.0001 per share
[F1]2026-03-01+1,923→ 153,337 total - Tax Payment
Common Stock, par value $0.0001 per share
[F2]2026-03-01$7.79/sh−468$3,646→ 152,869 total - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-02-27−8,929→ 73,378 total→ Common Stock (8,929 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-03-01−4,615→ 68,763 total→ Common Stock (4,615 underlying) - Exercise/Conversion
Restricted Stock Units
[F1][F3]2026-03-01−1,923→ 66,840 total→ Common Stock (1,923 underlying)
Footnotes (3)
- [F1]Each Restricted Stock Unit ("RSU") or Performance-Based Restricted Stock Unit ("PSU") represents a contingent right to receive upon vesting one share of common stock of the Issuer, par value $0.0001 per share ("Common Stock") or its cash equivalent.
- [F2]Restricted stock units withheld for payment of tax liability upon vesting of 8,929 RSUs on February 27, 2026 and 6,538 RSUs on March 1, 2026. Stock price reflects closing stock price as of February 27, 2026, the last trading day prior to vesting.
- [F3]Total includes unvested RSUs from the following grants: 28,902 RSUs granted on February 25, 2026 which vest in four equal annual installments on each of the first four anniversaries of the grant date beginning February 25, 2027; 35,714 RSUs granted on February 27, 2025 which vest in four annual installments on each of the first four anniversaries of the grant date beginning on February 27, 2026; 18,460 RSUs granted on February 29, 2024 which vest in four annual installments on each of the first four anniversaries of the grant date beginning on March 1, 2025; and 7,692 RSUs granted on March 1, 2023, which vest in four equal installments on each of the first four anniversaries of the grant date beginning on March 1, 2024. Awards are subject to the terms of the respective RSU award agreements and subject to the Target Hospitality Corp. 2019 Incentive Award Plan, as amended.