Thomas Robert David 4

What Happened

• Thomas Robert David, Senior Vice President at IBM, had restricted stock units (RSUs) vest on 2026-02-21. A total of 8,414 RSUs converted into shares (2,631 + 3,116 + 2,667). To satisfy tax withholding, 4,253 shares were withheld (1,329 + 1,575 + 1,349) at a withholding rate of $256.42 per share, totaling approximately $1,090,555. The remaining ~4,161 shares were delivered to him.
• These were not open-market sales or purchases by the insider; they are the routine release/settlement of previously granted RSUs.

Key Details

• Transaction date: 2026-02-21; Form 4 filed: 2026-02-23 (filed timely).
• Vesting/Conversion entries (code M) show 8,414 shares converted; tax withholding (code F) shows 4,253 shares disposed at $256.42 each for ~$1,090,555 in total.
• Shares retained (net delivered) after withholding: ~4,161 shares (8,414 vested − 4,253 withheld).
• Relevant footnotes: these RSUs originate from prior grants (grants dated 2/21/22, 2/21/23, and 2/21/24 with staggered vesting schedules). Units were payable in cash or common stock upon lapse of restrictions.
• Filing appears timely (reported within two business days of the 2/21/26 transaction).
• Post-transaction total shares owned by the reporting person are not specified in the provided filing excerpt.

Context

• This is a routine RSU vesting and tax-withholding transaction (codes: M = exercise/conversion of derivative/vesting; F = payment of tax liability via share withholding). It does not indicate an open-market sale decision by the insider — withholding of shares for taxes is common when equity awards vest.