Smith Mervin 4

What Happened

• Mervin Smith, EVP Strategic Business Operations at iRhythm (IRTC), received 9,210 shares on Feb 24, 2026 when performance-based RSUs vested (acquisition at $0). On Feb 25, 2026 he sold 4,041 of those shares in an open-market transaction at $135.42 each, generating proceeds of $547,228. The sale was reported in a Form 4 filed on Feb 26, 2026.

Key Details

• Transactions:
  • 2026-02-24: Award/acquisition of 9,210 shares (performance RSUs) — $0.00 per share (vested).
  • 2026-02-25: Open-market sale of 4,041 shares at $135.42 — $547,228 total.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes:
  • F1: Shares were delivered because the Compensation & Human Capital Management Committee determined performance conditions were met for RSUs granted Aug 11, 2023.
  • F2: The 4,041-share sale was to cover tax withholding/remittance obligations related to the RSU vesting.
• Filing timeliness: Form 4 filed on Feb 26, 2026 for transactions on Feb 24–25, 2026 — appears to be filed promptly.

Context

• This was primarily an RSU vesting event (award/acquisition) followed by a partial sale to satisfy tax withholding — a common, routine action that does not necessarily indicate a change in insider sentiment. The award was recorded as an acquisition at $0 because it represents vested compensation; the subsequent sale was to cover tax obligations.