Montrone Ralph T. 4

What Happened Ralph T. Montrone, EVP of Acima (a business of Upbound Group, Inc. - UPBD), received a grant/award of 10,966 shares on Feb 10, 2026 valued at $20.70 per share (total ~$226,996). Concurrently, 5,134 shares were withheld to cover tax liabilities related to the vesting (disposition value ~$106,274). Net to Montrone after withholding: 5,832 shares retained, net value roughly $120,722. This was not an open‑market purchase or sale but a vesting/award event with tax withholding.

Key Details

• Transaction date: 2026-02-10; Form 4 filed 2026-02-12 (timely — within two business days).
• Awarded: 10,966 shares @ $20.70 (A — award/acquisition) = $226,996.
• Withheld for taxes: 5,134 shares @ $20.70 (F — tax withholding/disposition) = $106,274.
• Net shares retained: 5,832; net value ≈ $120,722.
• Footnotes:
  • F1: Company’s relative TSR ranked in the 33rd percentile over the three-year period ending Dec 31, 2025, so 50% of performance‑based RSUs granted Feb 24, 2023 vested.
  • F2: Holdings include common stock and unvested RSUs.
  • F3: The 5,134 shares were withheld to cover taxes on the vested performance-based RSUs.
• Shares owned after the transaction: not specified in the provided filing details.

Context

• This was a vesting of performance‑based restricted stock units (PBRSUs) rather than a market buy or sale. The tax withholding is a common cashless mechanism where the company keeps a portion of the vested shares to satisfy required tax obligations.
• Such routine vesting/withholding transactions reflect compensation realization, not necessarily a signal of insider buying or selling intent.