ROBERTSON MICHELLE 4
4 · GERON CORP · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Geron CFO Michelle Robertson Receives 1.66M RSU Award
What Happened
Michelle Robertson, Chief Financial Officer of Geron Corporation (GERN), received a grant/award of 1,660,000 restricted stock units (RSUs) reported 2026-02-17 (acquired at $0). On 2026-02-18 the filing shows conversion/exercise activity of 27,500 derivative shares (reported at $0) and a corresponding disposition of 27,500 derivative shares (reported at $0). Also on 2026-02-18 Robertson sold 9,855 shares in an open-market transaction at $1.94 per share, yielding $19,119. The RSU award is an acquisition (not a cash purchase); the open-market sale was a routine cash-raise to cover tax withholding.
Key Details
- Transactions and amounts:
- 2026-02-17: Grant/Award — 1,660,000 RSUs (derivative) acquired at $0.
- 2026-02-18: Exercise/conversion — 27,500 derivative shares acquired at $0.
- 2026-02-18: Disposition of 27,500 derivative shares reported at $0 (matching conversion entry).
- 2026-02-18: Open-market sale — 9,855 shares at $1.94, proceeds $19,119.
- Shares owned after transaction: not specified in the provided filing details.
- Notable footnotes from the filing:
- F1/F4: Shares acquired on vesting of RSUs; each RSU equals one share.
- F2: The 9,855-share sale was a mandatory "sell to cover" to satisfy tax withholding and remittance obligations (not a discretionary sale).
- F5: The RSUs were originally granted on Feb 18, 2025 and vest in four equal annual installments from the grant date (vesting conditioned on continued service).
- Filing timeliness: Form filed 2026-02-19 covering transactions through 2026-02-18 — appears to be timely.
Context
- RSUs are a compensation award that convert to shares upon vesting; they are not a cash purchase and do not necessarily signal a buy decision.
- The sale reported here was for tax withholding under company policy (mandatory sell-to-cover), which is routine and not necessarily indicative of the CFO’s view of the stock.
- For derivatives: the filing shows conversion/exercise entries and matching derivative dispositions at $0—these are recorded as part of the RSU/settlement process in the filing.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-02-18+27,500→ 27,500 total - Sale
Common Stock
[F2]2026-02-18$1.94/sh−9,855$19,119→ 17,645 total - Award
Stock Option (Right to Buy)
[F3]2026-02-17+1,660,000→ 1,660,000 totalExercise: $1.80Exp: 2036-02-16→ Common Stock (1,660,000 underlying) - Exercise/Conversion
Restricted Stock Units
[F4][F5]2026-02-18−27,500→ 82,500 total→ Common Stock (27,500 underlying)
Footnotes (5)
- [F1]Shares of common stock acquired upon the vesting of restricted stock units ("RSUs").
- [F2]Represents shares of common stock sold to cover tax withholding and remittance obligations in connection with the vesting of RSUs pursuant to mandatory "sell to cover" policies maintained by the Issuer and provisions contained in the Reporting Person's applicable RSU agreement, and does not represent a discretionary sale by the Reporting Person.
- [F3]The option vests in 48 equal monthly installments commencing on March 17, 2026, provided that the Reporting Person provides continuous service to the Issuer on each such vesting date.
- [F4]Each RSU represents the contingent right to receive one share of the Issuer's common stock.
- [F5]The RSUs were granted on February 18, 2025 and vest in four consecutive equal annual installments from the date of grant, provided the Reporting Person continues to provide services to the Issuer through the applicable vesting date.