Michna Magda 4

What Happened

• Magda Michna, Chief Development Officer of STAAR SURGICAL CO (STAA), had performance stock units (PSUs) settle on May 15, 2026. A total of 19,795 shares were issued to her across four PSU tranches (10,997; 5,499; 2,199; 1,100). These were recorded as award settlements (derivative conversions) at $0 per share.
• To satisfy tax withholding obligations, 9,703 of those shares were withheld/disposed (5,595; 2,431; 1,118; 559) at $32.07 per share, generating approximately $311,175 in withholding proceeds. These were routine tax-withholding dispositions rather than open-market sales.

Key Details

• Transaction date: May 15, 2026. Filing date: May 19, 2026 (filed 4 days after the transactions; Form 4 is normally due within two business days — appears late).
• Awards settled (acquired): 19,795 shares (PSU settlements; codes A and M), at $0 per share.
• Shares withheld/disposed for taxes (code F): 9,703 shares at $32.07 each; total proceeds ≈ $311,175.
• Shares owned after transaction: not disclosed in the provided filing details.
• Notable footnotes: PSUs were granted under the Issuer’s 2025 PSU Program and vested/settled after Compensation Committee certification based on trailing four-quarter revenue performance. The PSU program can pay 0–200% of target and is structured in five tranches with performance measured through fiscal 2027 (if targets not met by end of FY2027, PSUs are forfeited).
• Transaction codes explained: A = Award/Grant, M = Exercise/conversion of derivative (PSU settlement), F = Payment of tax liability via share withholding.

Context

• These transactions reflect settled performance awards and routine tax-withholding, not an intentional market sale by the insider to monetize gains. PSUs converted into common shares (one share per PSU) upon certification of performance; a portion was retained by the company to cover taxes.