Rice Brian S 4

What Happened

• Brian S. Rice, EVP & Global Chief Information Officer of McDonald's (MCD), had performance-based awards settle and recorded conversions/exercises of derivative awards on Feb 13, 2026. The filing shows a grant/award acquisition of 24,070 derivative units (vest/settlement), conversion/exercise entries for 2,602 and 188 derivative units, and tax withholding of 807.51 shares valued at $327.58 each (total withheld = $264,524).

Key Details

• Transaction date: February 13, 2026; Form 4 filed Feb 17, 2026 (timely).
• Award/vesting: 24,070 derivative units acquired (reported as grant/award (A)).
• Conversions/exercises: 2,602 and 188 derivative units reported as exercise/conversion (M) at $0.00 (no cash price shown).
• Tax withholding: 807.51 shares withheld (code F) at $327.58/share = $264,524 to satisfy tax liability.
• Footnotes: F1–vested 82.2% of an original performance RSU grant; F2–each performance RSU represents one share; F3–dividend equivalent rights settled in connection with vested RSUs; F4–options vest in 25% annual increments.
• Shares owned after the transactions: not specified in the Form 4.

Context

• These entries reflect vesting/settlement of performance-based restricted stock units and the associated tax withholding (a routine cashless settlement), plus reported conversions/exercises of derivative awards. The tax withholding (code F) indicates shares were surrendered to cover taxes rather than an open-market sale. This filing is informational and does not imply insider intent to buy or sell additional shares.