Saltzgaber Kelly A 4

What Happened
Kelly A. Saltzgaber, EVP & Chief Investment Officer of Genworth Financial, had 21,892 restricted stock units (RSUs) vest and convert into common shares on February 13, 2026. The company withheld 6,195 of those shares to satisfy tax withholding at $8.92 per share (total withheld value reported as $55,259), leaving Saltzgaber with about 15,697 net shares. The RSU conversion is reported as an exercise/conversion of a derivative (transaction code M) and the withholding is reported as a tax payment (code F).

Key Details

• Transaction date: February 13, 2026; Form 4 filed February 18, 2026 (filed within the standard two business days after accounting for the Presidents' Day holiday).
• Vested/converted shares: 21,892 RSUs converted to common stock.
• Shares withheld for taxes: 6,195 at $8.92/share; withheld value $55,259.
• Net shares retained by insider: 21,892 − 6,195 = 15,697 shares.
• Footnotes: F1—RSUs settle 1:1 in common stock; F2—company withheld shares to satisfy tax withholding for vested RSUs; F3—RSUs vested and converted on Feb 13, 2026.
• Shares owned after transaction: not disclosed in the excerpt of the filing.

Context
This was an award vesting (RSU conversion), not an open‑market purchase or a proactive sale; the withholding of shares to cover taxes is a routine, administrative disposition and not an independent sale decision. Transaction codes: M indicates conversion/exercise of a derivative (here, RSU → common stock); F indicates shares were disposed to satisfy tax obligations.