Abate George Joseph 4

What Happened
George Joseph Abate, Principal Accounting Officer of Conduent Inc. (CNDT), received 1,296 shares of common stock upon the vesting of performance restricted stock units (PRSUs). At the same time, 1,155 shares were withheld to cover tax obligations (612 and 543 shares at $1.43/share, totaling $1,651) and 1,461 shares were forfeited/disposed to the issuer (no cash proceeds).

Key Details

• Transaction dates: vesting and related actions certified on Feb 10, 2026; Form 4 filed Feb 12, 2026 (filed within the typical 2-business-day window).
• Shares acquired (A): 1,296 shares @ $0.00 (issued upon vesting).
• Shares withheld for taxes (F): 612 shares @ $1.43 = $875 and 543 shares @ $1.43 = $776 (total ~$1,651).
• Disposition to issuer (D): 1,461 shares @ $0.00 (partial forfeiture).
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Notable footnotes: (F1) 1,461-share forfeiture was a partial forfeiture of PRSUs tied to a total shareholder return (TSR) performance condition (payout 50%); (F3) the 1,296 shares reflect PRSUs tied to a revenue growth performance condition (payout ~22%). (F2) confirms shares were withheld to pay taxes. Payouts were certified by the Compensation Committee on Feb 10, 2026.

Context
These transactions reflect the vesting/settlement and tax withholding of performance-based equity awards, not an open-market sale or a purchase. The forfeiture and partial payouts reflect the company’s pre-established performance metrics (TSR and revenue growth) for awards granted April 1, 2023. Tax-withholding via share surrender is routine and does not by itself indicate insider sentiment.