SAMPSON JOHN MAURICE 4

What Happened

• Senior Vice President John Maurice Sampson received stock awards from Dow on February 12, 2026 totaling 83,836 award units. The filing shows grants of 10,316 shares (A) and 11,420 shares (A) at $0.00, plus 62,100 derivative units (A) at $0.00. These are awards/grants (not open-market purchases or sales) and thus reflect compensation, not a cash purchase.

Key Details

• Transaction date and price: Feb 12, 2026; acquisition price reported $0.00 for all items.
• Award breakdown: 10,316 + 11,420 + 62,100 = 83,836 total units.
• Shares owned after transaction: not specified in the provided filing details.
• Notable footnotes:
  • F1: Performance share units (PSUs) were determined after certification of performance metrics and will be settled in one installment on or about Feb 26, 2026, subject to continued employment.
  • F2: Restricted stock units (RSUs) to be delivered in one installment on or about Feb 12, 2029, subject to continued employment.
  • F3: Total includes previously reported restricted stock units.
  • F4: Notes an option that will vest in three equal annual installments beginning Feb 12, 2027; option shares will be used to satisfy withholding taxes.
• Filing timeliness: not indicated in the provided data.

Context

• The 62,100 derivative units are performance-based (PSUs) and are contingent on meeting performance targets and continued employment; they are typically settled in stock after certification. RSUs are time-based awards that deliver in the future (here, ~2029). Awards reported at $0.00 reflect compensation grants rather than purchases — such grants are common for executive pay and do not by themselves signal a buy/sell decision in the open market.