BLACKBAUD INC|4Feb 20, 5:52 PM ET

Benjamin David J 4

4 · BLACKBAUD INC · Filed Feb 20, 2026

AI-generated summary of this filing

Updated Feb 20, 2026

Blackbaud (BLKB) EVP Benjamin David J Sells Shares

What Happened

Benjamin David J, EVP & Chief Commercial Officer of Blackbaud (BLKB), had performance- and time-based equity vest in mid-February 2026 and completed related share dispositions. On Feb 18–20, 2026 he acquired 7,608 shares from vested awards (PRSUs) and disposed of 15,425 shares via an open-market sale and forfeitures to satisfy tax withholding. The recorded proceeds from the disposals total approximately $761,874 (largest open-market sale: 7,990 shares at a weighted average $49.41, $394,771).

Key Details

Transaction dates and amounts:
- 2026-02-18: Received 4,649 shares (PRSU vest) at $0.00 (F1). Same day sold 7,990 shares open-market @ weighted avg $49.41 for $394,771 (F2).
- 2026-02-19: Forfeited/surrendered 2,149 shares to satisfy tax liabilities @ $49.51 for $106,397 (F3). Also received 2,959 shares (PRSU vest) @ $0.00 (F4).
- 2026-02-20: Forfeited/surrendered 1,368; 1,306; and 2,612 shares to satisfy tax liabilities @ $49.32 (total $260,706) (F5, F6).
Total shares acquired (vested awards): 7,608 shares. Total shares disposed: 15,425 shares. Total proceeds ≈ $761,874.
Shares owned after transaction: Not disclosed in the provided filing.
Notable footnotes:
- F1/F4: PRSUs granted in Feb 2025 vested in full on Feb 18 & Feb 19, 2026 (performance/time-based).
- F2: Open-market sale executed in multiple trades at $49.30–$49.50; reported price is a weighted average.
- F3/F5/F6: Several disposals represent shares forfeited to the issuer to satisfy tax withholding upon vesting.
Filing timeliness: Form 4 filed on 2026-02-20 covering transactions from 2026-02-18 to 02-20; filing appears timely per standard Form 4 reporting windows.

Context

These transactions are primarily the result of equity awards vesting (PRSUs) and the routine surrender/forfeiture of shares to cover required tax withholdings — common for executive compensation. One open-market sale (7,990 shares) generated cash proceeds (~$395K); the remaining disposals were tax-related forfeitures, not necessarily indicative of a trade decision about company prospects. PRSUs that vested were tied to performance criteria and continued employment per the footnotes.

Form 4

Period: 2026-02-18

EVP, Chief Commercial Officer

Transactions

Footnotes (6)

[F1]Represents performance restricted stock units ("PRSU") granted on February 18, 2025 that vested in full on February 18, 2026.
[F2]This transaction was executed in multiple trades at prices ranging from $49.30 to $49.50. The price reported in Column 4 is a weighted average price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer full information regarding the number of shares and prices at which the transactions were effected.
[F3]Represents shares forfeited to the Issuer in connection with the satisfaction of tax liabilities incurred upon the vesting of PRSUs granted February 18, 2025.
[F4]The Compensation Committee determined that a portion of PRSUs granted on February 19, 2025 would vest in full on February 19, 2026 based on the Issuer achieving performance goals for the period ended December 31, 2025, subject to continued employment.
[F5]Represents shares forfeited to the Issuer in connection with the satisfaction of tax liabilities incurred upon the vesting of separate PRSUs granted February 19, 2025.
[F6]Represents shares forfeited to the Issuer in connection with the satisfaction of tax liabilities incurred upon the vesting of restricted stock granted February 19, 2025.

Signature

/s/ S. Halle Vakani, Attorney-in-Fact|2026-02-20

1 file