Carter Karen S 4
4 · DOW INC. · Filed Feb 11, 2026
Research Summary
AI-generated summary of this filing
DOW COO Karen Carter Surrenders 1,498 Shares for Taxes
What Happened Karen S. Carter, Chief Operating Officer of DOW Inc., had 1,498 shares disposed to the issuer on Feb 9, 2026 at $32.08 per share, a total of approximately $48,056. This was a disposition to the issuer to satisfy tax withholding upon settlement of previously reported awards — not an open-market sale.
Key Details
- Transaction date and price: 2026-02-09 — 1,498 shares at $32.08 each (total ≈ $48,056).
- Transaction type: Disposition to issuer (withholding to satisfy tax obligations) — reported on Form 4 filed 2026-02-11 (appears timely).
- Shares owned after transaction: Not specified in the provided filing excerpt.
- Relevant footnotes from the filing:
- F1: Shares were withheld by the issuer to satisfy the reporting person’s tax withholding upon settlement of previously reported awards (exempt under Rule 16b-3).
- F2–F4: The total includes previously reported restricted stock units and phantom stock units; phantom units generally convert 1:1 to shares, accrue under a deferral election, and are payable in cash (no exercise date).
Context A disposition-to-issuer for tax withholding is a routine administrative action following award settlement and does not represent an open-market sale or express insider sentiment. The filing indicates this was part of award settlement mechanics (including RSUs/phantom units) rather than a discretionary sale.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2]2026-02-09$32.08/sh−1,498$48,056→ 118,636 total
- 1,239.587(indirect: By 401(k))
Common Stock
- 321.252(indirect: By 401(k))
Common Stock
- 12,503.86
Phantom Stock Units
[F3][F4]→ Common Stock (12,503.86 underlying)
Footnotes (4)
- [F1]Shares withheld by Issuer to satisfy tax withholding of the Reporting Person upon settlement of previously reported awards as required by the award agreement and exempt under Rule 16b-3.
- [F2]Total includes previously reported restricted stock units.
- [F3]There is generally no conversion price for these phantom stock units. Each phantom stock unit is the equivalent of one share of common stock of the Issuer.
- [F4]Phantom stock units accrue under a compensation deferral election. Phantom stock units are payable in cash in lump sum or installments at the election of the Reporting Person, and do not carry an exercisable date or expiration date.