Reynolds Consumer Products Inc.·4

Feb 3, 9:11 PM ET

Estes Stephen C. 4

4 · Reynolds Consumer Products Inc. · Filed Feb 3, 2026

Research Summary

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Reynolds (REYN) Chief Admin Officer Stephen C. Estes Exercises Awards, Sells Shares

What Happened
Stephen C. Estes, Chief Administrative Officer of Reynolds Consumer Products (REYN), had multiple equity events on Feb 1, 2026. He converted 27,276 derivative units into common shares (exercise/conversion, code M), was granted/awarded 30,949 restricted stock units (RSUs) (code A), and had 10,494 shares withheld by the company to cover tax withholding obligations (code F) at $23.17 per share, totaling approximately $243,146. The conversions and awards were recorded at $0 per share (derivative/award accounting entries).

Key Details

  • Transaction date: February 1, 2026; Form 4 filed February 3, 2026.
  • Exercise/conversion (M): 3,020 + 15,346 + 4,207 + 4,703 = 27,276 shares acquired (conversion of derivative units).
  • Awards/grants (A): 12,272 + 18,677 = 30,949 RSUs awarded (recorded at $0).
  • Tax withholding/dispositions (F): 1,317 + 5,391 + 1,806 + 1,980 = 10,494 shares withheld and disposed at $23.17, proceeds ≈ $243,146.
  • Price shown for withheld shares: $23.17; conversions/awards recorded at $0 (derivative/RSU entries).
  • Shares owned after the transactions are not specified in the provided excerpt of the filing.
  • Notable footnotes: PSUs granted on Feb 1, 2025 were earned and converted to RSUs (F3); certain RSUs vested on Feb 1, 2026 (F7); some RSUs have future vesting schedules or no expiration (F4–F9). F2 confirms company withheld shares to satisfy tax withholding.
  • Filing timeliness: filing dated Feb 3, 2026 for Feb 1 transactions — no late filing flag indicated in the provided data.

Context
These entries reflect compensation-related activity (conversion of performance/stock units and the vesting/award of RSUs) and routine share withholding to satisfy tax obligations, not an open-market sale. The withholding (code F) effectively disposed of shares to pay taxes at $23.17/share (~$243k). The PSUs that were earned and converted to RSUs have service-based vesting (per footnotes) and some awards vest in future years (e.g., vesting on Feb 1, 2028 for the PSUs converted to RSUs). For retail investors, these moves indicate executive compensation realization and routine tax withholding rather than a discretionary market sale or open-market purchase.

Insider Transaction Report

Form 4
Period: 2026-02-01
Estes Stephen C.
Chief Administrative Officer
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-01+3,02029,660 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-01$23.17/sh1,317$30,51528,343 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-01+15,34643,689 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-01$23.17/sh5,391$124,90938,298 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-01+4,20742,505 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-01$23.17/sh1,806$41,84540,699 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-01+4,70345,402 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-01$23.17/sh1,980$45,87743,422 total
  • Award

    Restricted Stock Units

    [F1][F3][F4][F5]
    2026-02-01+12,27212,272 total
    Common Stock (12,272 underlying)
  • Award

    Restricted Stock Units

    [F1][F6][F5]
    2026-02-01+18,67718,677 total
    Common Stock (18,677 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F7][F5]
    2026-02-013,0200 total
    Common Stock (3,020 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F7][F5]
    2026-02-0115,3460 total
    Common Stock (15,346 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F8][F5]
    2026-02-014,2074,207 total
    Common Stock (4,207 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F9][F5]
    2026-02-014,7039,404 total
    Common Stock (4,703 underlying)
Footnotes (9)
  • [F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of Reynolds Consumer Products Inc. common stock.
  • [F2]Represents shares withheld by Reynolds Consumer Products Inc. (the "Company") to satisfy tax withholding obligations on the vesting of restricted stock units ("RSUs").
  • [F3]On February 1, 2025, the reporting person was granted performance share units ("PSUs"), with the number of PSUs earned to be determined based on the extent to which certain performance conditions were met for a performance period consisting of fiscal 2025. As determined on February 1, 2026, based on the Company's actual performance for 2025, the reporting person earned these PSUs, which are now the equivalent of RSUs with a service-based vesting condition and will vest on February 1, 2028.
  • [F4]The RSUs vest on February 1, 2028.
  • [F5]The RSUs do not have an expiration date.
  • [F6]The RSUs vest in three equal annual installments beginning on February 1, 2027, subject to the continued employment of the reporting person through each such vesting date.
  • [F7]The RSUs vested on February 1, 2026.
  • [F8]The RSUs vest in three annual installments beginning on February 1, 2025, subject to the continued employment of the reporting person through each such vesting date.
  • [F9]The RSUs vest in three annual installments beginning on February 1, 2026, subject to the continued employment of the reporting person through each such vesting date.
Signature
/s/ Jill E. Barnett, Attorney-in-Fact|2026-02-03

Documents

1 file
  • 4
    wk-form4_1770171062.xmlPrimary

    FORM 4