DELANEY MARK E 4

What Happened
Mark E. Delaney, SVP & Chief Commercial Officer of Quest Diagnostics (DGX), received equity awards and completed routine tax-withholding share dispositions. On 2026-02-18 he was granted awards reported as 1,586 shares and a 7,332-share derivative award (total 8,918). On the same day he disposed of 205 shares at $210.01 and 230 shares at $206.99 (435 shares total) to the issuer to cover tax withholding (proceeds shown ≈ $90,660). Separately, on 2026-01-28 he acquired 15 shares via a dividend reinvestment plan at $183.51 (≈ $2,753).

Key Details

• Transaction dates: 2026-01-28 (15-share DRIP) and 2026-02-18 (grants and tax-withholding dispositions). Filing date: 2026-02-20 (timely filing).
• Grant details: 1,586 share award (A) and a 7,332 share derivative award (A, derivative) reported at $0.00.
• Dispositions to cover taxes: 205 shares @ $210.01 ($43,052) and 230 shares @ $206.99 ($47,608); total disposed = 435 shares (~$90,660).
• Small acquisition: 15 shares @ $183.51 via dividend reinvestment plan (code L), reported early though eligible for deferred reporting under Rule 16a-6.
• Footnotes: F1 identifies awards as restricted stock units (RSUs); F2 confirms dispositions were to the issuer solely to satisfy tax withholding; F3 explains the DRIP/deferral choice; F4 notes an option-vesting schedule (vesting in three equal annual installments beginning on the first anniversary of the grant date).
• Shares owned after the transactions: Not specified in the provided Form 4.

Context
These filings show equity awards (a bullish/compensation-related acquisition from the company) and routine, non-market sales back to the issuer to cover withholding taxes. The disposals were not open-market sales of wealth, but standard tax-withholding actions tied to RSU vesting; the small DRIP purchase is minor and was reported early.