FLEX LTD.·4

May 12, 9:52 PM ET

WENDLER DANIEL 4

4 · FLEX LTD. · Filed May 12, 2026

Research Summary

AI-generated summary of this filing

Updated

FLEX Chief Accounting Officer Daniel Wendler Receives Award & Sells Shares

What Happened

  • Daniel Wendler, Chief Accounting Officer of FLEX LTD. (FLEX), had 9,716 performance-based restricted share units (PSUs) vest on May 8, 2026 (awarded previously) and then sold 3,819 of the delivered shares on May 11, 2026 to cover tax withholding obligations. The sales generated total proceeds of approximately $543,791.
  • Individual sell blocks on May 11, 2026: 312 @ $138.60 ($43,242); 335 @ $139.76 ($46,820); 414 @ $140.67 ($58,239); 234 @ $141.84 ($33,190); 1,081 @ $142.91 ($154,483); 996 @ $143.83 ($143,252); 447 @ $144.44 ($64,565). The 9,716 shares were recorded as acquired on May 8, 2026 at $0.00 (PSU vesting/delivery).

Key Details

  • Transaction dates: PSUs vested/delivered May 8, 2026; shares sold May 11, 2026.
  • Total sold: 3,819 shares for ~ $543,791; total acquired/delivered: 9,716 shares.
  • Shares held after these transactions: net 5,897 shares retained from the vested PSUs (9,716 − 3,819), plus 12,886 unvested RSUs referenced in the filing (4,484 + 5,164 + 3,238) that remain subject to future vesting.
  • Reason for sales: tax withholding related to the PSU vesting (footnote F2).
  • Price notes: per-footnotes, each sale block price reflects a weighted-average and actual prices in each block fell within specified ranges (see F3–F9).
  • Filing timeliness: no indication in the filing that this Form 4 was late.

Context

  • These transactions were driven by award vesting and routine tax-withholding sales, not an open-market purchase signal. Award vesting (PSUs/RSUs) is common executive compensation; selling a portion to cover taxes is a typical administrative action and does not by itself indicate a change in insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-05-08
WENDLER DANIEL
Chief Accounting Officer
Transactions
  • Award

    Ordinary Shares

    [F1]
    2026-05-08+9,71637,335 total
  • Sale

    Ordinary Shares

    [F2][F3]
    2026-05-11$138.60/sh312$43,24237,023 total
  • Sale

    Ordinary Shares

    [F2][F4]
    2026-05-11$139.76/sh335$46,82036,688 total
  • Sale

    Ordinary Shares

    [F2][F5]
    2026-05-11$140.67/sh414$58,23936,274 total
  • Sale

    Ordinary Shares

    [F2][F6]
    2026-05-11$141.84/sh234$33,19036,040 total
  • Sale

    Ordinary Shares

    [F2][F7]
    2026-05-11$142.91/sh1,081$154,48334,959 total
  • Sale

    Ordinary Shares

    [F2][F8]
    2026-05-11$143.83/sh996$143,25233,963 total
  • Sale

    Ordinary Shares

    [F2][F9][F10][F11]
    2026-05-11$144.44/sh447$64,56533,516 total
Footnotes (11)
  • [F1]On June 14, 2023, the Reporting Person was awarded performance-based restricted share units ("PSUs") within a preset range, with the actual number contingent upon the achievement of a certain performance criterion with respect to the three-year performance period ending on March 31, 2026. The Issuer certified the achievement of the performance criterion, and the PSUs fully vested, on May 8, 2026, and were subject to applicable taxes upon delivery.
  • [F10]Includes the following: (1) 4,484 unvested restricted share units ("RSUs"), which will vest in two equal annual installments beginning on June 12, 2026; (2) 5,164 unvested RSUs, which will vest in three equal annual installments beginning on June 12, 2026; and (3) 3,238 unvested RSUs, which will vest on June 14, 2026.
  • [F11]Each unvested RSU represents a contingent right to receive one unrestricted, fully transferable share for each vested RSU which has not been previously forfeited.
  • [F2]The sales reported in this Form 4 represent shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of PSUs.
  • [F3]Price reflects weighted average sales price; actual sales prices ranged from $138.185 to $139.144. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
  • [F4]Price reflects weighted average sales price; actual sales prices ranged from $139.198 to $140.179. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
  • [F5]Price reflects weighted average sales price; actual sales prices ranged from $140.25 to $141.115. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
  • [F6]Price reflects weighted average sales price; actual sales prices ranged from $141.281 to $142.218. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
  • [F7]Price reflects weighted average sales price; actual sales prices ranged from $142.299 to $143.294. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
  • [F8]Price reflects weighted average sales price; actual sales prices ranged from $143.308 to $144.305. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
  • [F9]Price reflects weighted average sales price; actual sales prices ranged from $144.32 to $144.765. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
Signature
/s/ Daniel Wendler, by Kristine Murphy as attorney-in-fact|2026-05-12

Documents

1 file
  • 4
    wk-form4_1778637119.xmlPrimary

    FORM 4