MCMILLAN STEPHEN 4

What Happened
Stephen McMillan, President, CEO and a director of Teradata (TDC), received two performance-based restricted share unit (RSU) awards that vested on Feb 11, 2026 totaling 246,532 shares (141,402 + 105,130). To satisfy the tax withholding on vesting, the company withheld 92,467 shares (74,121 + 18,346) at $37.88 per share, resulting in proceeds of $3,502,649 that were used to pay tax obligations. The awards were granted/acquired at $0.00 per share (standard for RSU vesting); the withheld shares are reported as dispositions.

Key Details

• Transaction date: 2026-02-11; Form 4 filed: 2026-02-13 (appears timely).
• Awards (code A): 141,402 RSUs and 105,130 RSUs acquired at $0.00.
• Withheld shares (code F — tax withholding): 74,121 and 18,346 shares disposed at $37.88; total proceeds reported = $2,807,703 + $694,946 = $3,502,649.
• Shares owned after transaction: not specified in the provided filing.
• Footnotes: F1 = performance-based RSU award based on attainment of issuer goals; F2 = shares withheld to satisfy tax obligation upon vesting.
• Transaction types: A = award/grant; F = shares withheld for taxes (not an open-market sale).

Context
These transactions reflect RSU vesting and routine tax-withholding rather than an open-market sale or purchase. Awards increase beneficial ownership but the withheld shares reduce the net increase to cover tax liabilities. Such withholdings are common for executives and do not, by themselves, indicate the insider is buying or opportunistically selling stock.