Hartung Michael P 4

What Happened
Michael P. Hartung, Chief Commercial Officer of FLEX Ltd. (FLEX), reported multiple open-market sales on June 15, 2026 totaling 7,203 shares disposed for approximately $1,214,097, followed by an acquisition on June 16, 2026 of 43,724 shares (reported at $0) related to vested performance-based awards. The sales were reported as tax-withholding dispositions tied to the vesting/delivery of restricted share units (RSUs)/PSUs.

• Sales breakdown (6/15/2026):
  • 1,448 shares @ $146.07 = $211,512
  • 1,409 shares @ $147.13 = $207,305
  • 1,352 shares @ $148.01 = $200,105
  • 3,966 shares @ $149.01 = $590,986
  • 28 shares @ $149.60 = $4,189
  • Total disposed: 7,203 shares for ~$1,214,097
• Acquisition (6/16/2026):
  • 43,724 shares reported as acquired (award/vesting), $0 purchase price shown (PSU/RSU delivery)

Key Details

• Transaction dates: Sales on June 15, 2026; Award/Acquisition on June 16, 2026. Form filed June 17, 2026 (timely — Form 4 is typically due within two business days).
• Prices: Reported per-share prices shown above; filing notes weighted-average pricing with actual sale-price ranges roughly $145.48–$149.52 across the sale blocks (see footnotes F2–F5).
• Reason for sales: Footnote F1 states the sales were to cover tax withholding obligations related to RSU/PSU vesting.
• Award background: Footnote F6 indicates these were performance-based RSUs/PSUs certified on June 16, 2026 (three‑year performance period ended June 14, 2026).
• Shares owned after transaction: Not specified in the provided excerpt — see the official Form 4 for total beneficial ownership and holdings (including unvested RSUs listed in F7).
• Filing timeliness: Reported promptly (no late filing indicated).

Context

• These were not open-market purchases; the sales are described as routine tax-withholding dispositions after equity awards vested. Such sales are common when companies or brokers sell shares to cover required tax withholding on delivered RSUs/PSUs.
• The acquisition reflects delivery of earned performance-based awards (PSUs/RSUs). Awards vesting and subsequent withholding sales do not by themselves indicate a change in the insider’s view of the company; they document compensation settlement and tax compliance.