Gallagher Cindy 4
4 · USA TODAY Co., Inc. · Filed Mar 25, 2026
Research Summary
AI-generated summary of this filing
USA TODAY (TDAY) CAO Cindy Gallagher Sells 6,319 Shares
What Happened
Cindy Gallagher, Chief Administrative Officer of USA TODAY Co. (TDAY), had 6,319 shares withheld to cover tax withholding obligations when restricted stock units (RSUs) vested. The shares were valued at $6.70 each for a total of $42,337 and the disposition is reported as a tax-withholding transaction (code F), not an open-market sale.
Key Details
- Transaction date: 2026-03-24; Filing date (Form 4): 2026-03-25.
- Disposition: 6,319 shares withheld / disposed at $6.70 per share; total value ≈ $42,337.
- Transaction code: F — shares withheld to cover tax withholding on RSU vesting.
- Shares owned after transaction: not specified in the provided excerpt of the filing.
- Footnotes: F1 = shares withheld for tax; F2 = each RSU = right to one common share; F3/F4 = vesting schedule (one‑third vested Aug 6, 2025; remaining thirds vest on subsequent anniversaries of Aug 5, 2025).
- Timeliness: Filing was submitted one day after the transaction (appears timely).
Context
This was a routine tax-withholding disposition tied to RSU vesting — common when vested shares are used to satisfy tax obligations. Such transactions are not the same as a voluntary open-market sale and do not necessarily indicate a change in the insider’s view of the company.
Insider Transaction Report
- Tax Payment
Common Stock
[F1]2026-03-24$6.70/sh−6,319$42,337→ 113,847 total
- 18,140
Restricted Stock Units
[F2][F3]→ Common Stock (18,140 underlying) - 28,776
Restricted Stock Units
[F2][F4]→ Common Stock (28,776 underlying)
Footnotes (4)
- [F1]Shares withheld to cover tax withholding obligations on the vesting of restricted stock.
- [F2]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.
- [F3]One-third of the original grant of these RSUs vested on August 6, 2025, and except as otherwise provided in the award notice, one-third will vest on each of the second and third anniversary of the date of grant.
- [F4]Except as otherwise provided in the award notice, one-third of these RSUs vests on the first, second, and third anniversary of the August 5, 2025 grant date.