Nall Timothy M 4

What Happened

• Timothy M. Nall, EVP (Chief Supply/Technology), was issued 3,010 shares on May 27, 2026 pursuant to a July 27, 2023 award of performance‑based restricted stock units (reported as an A = award/acquisition). The shares were issued at $0.00; using the May 27 closing price of $26.72 the award was worth about $80,427.20.
• To satisfy tax withholding, Nall surrendered 1,065 of those Class A shares at $26.72 each (F = tax withholding), yielding $28,457 in withholding. Net retained from the issuance was 1,945 shares (3,010 issued − 1,065 surrendered), worth roughly $51,970 at the May 27 close.
• These were not open‑market purchases or sales of existing holdings; they are the net settlement of vested performance RSUs.

Key Details

• Transaction date: May 27, 2026. Prices used: $0.00 for issuance; $26.72 (BF‑A close) used to calculate withholding and value.
• Award origin: July 27, 2023 performance‑based RSU grant with a three‑year performance period ending April 30, 2026 (per filing footnotes).
• Withholding: 1,065 shares surrendered to cover taxes (reported as code F).
• Shares owned after transaction: not disclosed in the provided filing.
• Filing timeliness: Form 4 filed May 29, 2026 for a May 27 transaction — timely (Form 4 due within two business days).

Context

• This is a typical RSU vesting and net settlement for tax withholding — common executive compensation activity and not a market sale that indicates trading sentiment.
• The award vests based on performance; the filing notes the award’s performance period and the use of the May 27 close to compute withholding.