Target Hospitality Corp.·4

Mar 3, 4:31 PM ET

Lewis Heidi Diane 4

Research Summary

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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.