Smith Thomas B 4

What Happened

• Thomas B. Smith, EVP and Chief Medical Officer of Collegium Pharmaceutical (COLL), was granted awards and recognized vesting of performance shares on Feb 10, 2026. He received a total of 37,042 equity awards (14,268 RSUs and 22,774 PSUs). To satisfy tax withholding obligations upon vesting, 17,435 shares were withheld/disposed at $46.75 per share, generating proceeds of $815,087 (5,897 shares = $275,685; 11,538 shares = $539,402). These transactions reflect awards/vesting and tax-withholding, not open-market selling.

Key Details

• Transaction date: February 10, 2026; Form 4 filed February 12, 2026 (no late filing flagged in the report).
• Awarded: 14,268 RSUs (see vesting schedule below) and 22,774 PSUs (performance-vesting determined met).
• Shares withheld/disposed to cover taxes: 17,435 shares at $46.75 each, total ~$815,087.
• Shares owned after transaction: not specified in the filing.
• Relevant footnotes:
  • RSUs (F1): Each RSU converts to one share; 33% vest Feb 10, 2027, remainder vests in equal annual installments over the next two years, subject to continued service; settled in shares on vesting.
  • PSUs (F3): 22,774 PSUs from prior grants were deemed to have met performance criteria and were converted to shares.
  • Withholding (F4, F5): 11,538 and 5,897 shares were withheld to satisfy taxes on the PSUs and RSUs, respectively.
  • F2 notes small additional purchases via the employee stock purchase plan in 2025–2026 that are included in holdings history.

Context

• These transactions are award/vesting-related: the PSUs vested based on achieved performance goals and RSUs were granted with a multi-year vesting schedule. The "disposed" shares are a tax-withholding mechanism (issuer withheld shares to cover payroll/tax obligations), not an open-market sale — often routine when equity awards vest.