Gibbons Peter D 4

What Happened

• Director Peter D. Gibbons exercised/conversion of derivatives and received vested restricted stock units (RSUs) on May 22, 2026. The filing shows he acquired 1,785 shares (derivative exercise), disposed of 1,786 shares (derivative) and was credited with 1,889 shares as an RSU award that vested that day. Reported prices are $0 / N/A, indicating these were compensation-related transactions (not an open-market cash purchase). Net result from the reported entries is an increase of approximately 1,888 shares (3,674 acquired less 1,786 disposed), with fractional shares settled in cash per the footnote.

Key Details

• Transaction date: May 22, 2026. Filing date (Form 4): May 27, 2026 (5 days later).
• Reported transactions:
  • M (exercise/conversion): Acquired 1,785 shares @ N/A.
  • M (exercise/conversion): Disposed 1,786 shares @ $0.00 (likely to cover taxes/withholding or as part of a cashless exercise).
  • A (grant/award): Acquired 1,889 shares @ $0.00 (RSUs that vested).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes: F1 = fractional shares settled in cash; F2 = each RSU converts to one share; F3 = RSUs vested on May 22, 2026; F4 = typical RSU vesting schedule (earliest of one-year anniversary and next annual meeting).
• Timeliness: The Form 4 was filed five days after the transactions; Form 4s are normally due within two business days, so this may be outside the usual reporting window.

Context

• Code M indicates exercise/conversion of a derivative (e.g., option or similar instrument). The simultaneous “disposed” entry and $0 reporting typically reflect a cashless or share-withholding settlement to satisfy taxes/option costs rather than an open-market sale.
• The RSU entries represent compensation that vested and converted to shares on May 22, 2026 (per F3); such awards are routine compensation events and do not necessarily signal the director’s personal buying or selling intent.