Regan Thomas Michael 4

What Happened

• Regan Thomas Michael, Executive Vice President of DTS at Ryder System, had 451 shares of Ryder stock withheld by the company to satisfy tax withholding obligations tied to vested time‑vested restricted stock units (TVRSRs). The withholding occurred in two dispositions: 217 shares at $215.73 each (value $46,813) and 234 shares at $212.19 each (value $49,652), totaling $96,465. These were tax‑withholding disposals (transaction code F), not open‑market sales.

Key Details

• Dates and prices:
  • 2026-02-09: 217 shares withheld at $215.73 (value $46,813)
  • 2026-02-10: 234 shares withheld at $212.19 (value $49,652)
• Total shares withheld: 451; total value: $96,465.
• Shares owned after the transaction: Not disclosed in the provided filing.
• Footnotes:
  • F1: Withheld shares paid taxes on TVRSRs granted 2024-02-09.
  • F2: Withheld shares paid taxes on TVRSRs granted 2023-02-10.
  • F3: Filing notes 3 shares were acquired under the Company ESPP since the last Section 16 filing.
• Filing timeliness: Report filed 2026-02-11 for transactions on 2026-02-09/10 — appears timely (filed within the usual 2‑business‑day Form 4 window).

Context

• These transactions are routine tax‑withholding dispositions when restricted stock units vest. They are not purchases and do not necessarily signal any change in insider sentiment, because the company retained the shares to cover withholding rather than the insider selling on the open market.