Thomas Robert David 4

What Happened

• Thomas Robert David, Senior Vice President at IBM, had 2,549 restricted stock units (RSUs) vest on February 18, 2026. The RSUs converted to common shares; 1,290 of those shares were withheld to cover tax obligations at $258.68 per share (tax withholding value $333,697). The net result was 1,259 shares delivered to him.
• This was a routine vesting/tax-withholding event (not an open-market purchase or discretionary sale).

Key Details

• Transaction date: 2026-02-18; filing date: 2026-02-19 (timely).
• Vesting/conversion recorded as derivative exercise/conversion (code M); tax withholding recorded as payment of tax liability via share withholding (code F).
• Withheld shares: 1,290 at $258.68 = $333,697.
• RSUs vested: 2,549; net shares received: 1,259.
• Shares owned after transaction: not disclosed in the provided filing.
• Footnotes: The RSUs were part of a 2/18/2025 grant of 10,197 RSUs (vesting schedule: 2,549 each year 2026–2028 and 2,550 in 2029). Units are payable in cash or common stock upon lapse of restrictions; this filing records the release of RSUs.

Context

• This was a vesting/tax-withholding event (cashless in effect because shares were withheld to satisfy taxes), common for employee equity compensation and not necessarily a signal of bullish or bearish sentiment.
• For clarity: M = exercise/conversion of derivative (here, RSUs converting to shares); F = tax withholding (shares surrendered to pay tax).