Nappier Herbert 4

What Happened

• Nappier Herbert, EVP Finance and Chief Financial Officer of Genuine Parts (GPC), received equity awards on May 1, 2026 consisting of 8,382 time‑based RSUs and 3,068 shares issued in settlement of performance RSUs — a total of 11,450 shares granted/issued. To satisfy tax withholding, a total of 3,022 shares were surrendered: 1,156 and 1,142 shares were withheld and disposed at $104.99 each (total proceeds $121,368 and $119,899, combined ~$241,267), and 724 shares were withheld/disposed with no cash proceeds reported. These transactions are awards/settlements and tax withholding, not open‑market purchases or sales.

Key Details

• Transaction date: May 1, 2026; Form 4 filed May 5, 2026.
• Awards/Acquisitions: 8,382 RSUs (time‑based grant) and 3,068 shares issued in settlement of PRSUs.
• Tax withholdings (dispositions): 1,156 shares @ $104.99 (proceeds $121,368), 1,142 shares @ $104.99 (proceeds $119,899), and 724 shares @ $0 (no cash proceeds). Total proceeds reported ≈ $241,267.
• Shares owned after transaction: not specified in the transaction details provided.
• Footnotes: F1 = grant vests in equal annual installments over 3 years; F3 = settlement of PRSUs granted May 1, 2023; F2 and F4 = ending balance adjustments of +86 and +141 shares for dividend accruals.
• Transaction codes: A = award/grant; F = shares withheld/disposed to satisfy tax obligations.

Context

• These were equity award issuances (RSUs/PRSUs) and routine share withholding to cover tax liabilities — common for executive compensation. This is not an open‑market sale that signals a deliberate cash‑out of additional holdings.
• For retail investors, award receipts are commonly part of compensation and do not alone indicate management’s market view. The withheld shares reduced the net new shares received to cover taxes rather than representing discretionary sales.