KUPPUSAMY KARTHIK 4

What Happened Kuppusamy Karthik, Senior Vice President, Clinical Solutions at Quest Diagnostics (DGX), received equity awards and had routine withholding sales. On 2026-02-18 he was granted a total of 11,988 restricted stock units (RSUs) — 2,135 RSUs and 9,853 RSUs (the latter reported as derivative). To cover tax withholding on vested awards, 511 shares were surrendered to the issuer (252 shares at $210.01 for $52,923 and 259 shares at $206.99 for $53,610), totaling $106,533. Separately, on 2026-01-28 he acquired 16 shares at $183.52 for $2,936.

Key Details

• Transaction dates: 2026-02-18 (RSU grants and withholding disposals); 2026-01-28 (small acquisition).
• Withholding disposals: 252 shares @ $210.01 = $52,923; 259 shares @ $206.99 = $53,610; total $106,533 (code F — tax withholding).
• Grants: 2,135 RSUs and 9,853 RSUs reported as awards (code A); both show $0 cash consideration on grant.
• Small acquisition: 16 shares @ $183.52 = $2,936 (code L).
• Shares owned after the transactions are not specified in the provided data.
• Relevant footnotes: F1 = disposition to issuer to cover tax withholding; F2 = award of RSUs; the 9,853 RSUs were noted as derivative. No 10b5-1 or gift notation.
• Filing: Report period 2026-02-18; Form 4 filed 2026-02-20 — appears timely (Form 4 is typically due within two business days).

Context

• The RSU grants are awards (not open-market purchases) and are common compensation; they do not require cash outlay by the insider at grant. The 9,853 RSUs labeled as derivative indicate underlying shares will be issued upon vesting according to plan terms.
• The surrender of shares to the issuer was a tax-withholding action (routine), not an open-market sale that necessarily signals negative insider sentiment.
• Small purchases (16 shares) and awards are more informative as purchase/award activity can be viewed as alignment with company compensation, while withholding disposals are administrative.