STOCK TITAN

Arm (NASDAQ: ARM) legal chief reports RSU vesting and tax share withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ARM Holdings Chief Legal Officer Spencer Collins reported multiple equity compensation events on May 15, 2026. He received several grants and vesting of restricted stock units that converted into Ordinary Shares, while 36,310 shares were withheld at $209.16 per share to cover tax obligations. These are compensation-related transactions rather than open‑market trades.

Positive

  • None.

Negative

  • None.
Insider Collins Spencer
Role Chief Legal Officer
Type Security Shares Price Value
Grant/Award Restricted Stock Units 15,716 $0.00 --
Exercise Restricted Stock Units 4,184 $0.00 --
Exercise Restricted Stock Units 3,950 $0.00 --
Grant/Award Ordinary Shares 10,668 $0.00 --
Exercise Ordinary Shares 4,184 $0.00 --
Exercise Ordinary Shares 3,950 $0.00 --
Grant/Award Ordinary Shares 10,071 $0.00 --
Grant/Award Ordinary Shares 48,378 $0.00 --
Tax Withholding Ordinary Shares 36,310 $209.16 $7.59M
Holdings After Transaction: Restricted Stock Units — 146,894 shares (Direct, null); Ordinary Shares — 10,668 shares (Direct, null)
Footnotes (1)
  1. Ordinary shares, nominal value 0.001 GBP per share ("Ordinary Shares"), are held in the form of American Depositary Shares ("ADSs"). Each ADS represents 1 Ordinary Share. Represents performance-based restricted stock units granted on May 1, 2025, which vested on May 15, 2026, following certification of the satisfaction of certain performance conditions by the Remuneration Committee (the "Remuneration Committee") of the Board of Directors of the Company. Each restricted stock unit ("RSU") represents the right to receive, following vesting, 1 Ordinary Share held in the form of an ADS. This RSU award was granted on May 1, 2025. 30% of the award vested on May 15, 2026. 30% of the award will vest on May 15, 2027, and the remaining 40% will vest on May 15, 2028, subject to continued service to the Company. This RSU award was granted on May 13, 2024, 30% of which vested on each of May 15, 2025 and May 15, 2026. The remaining 40% will vest on May 15, 2027, subject to continued service to the Company. Represents performance-based RSUs granted on May 13, 2024, which vested on May 15, 2026, following certification of the satisfaction of certain performance conditions by the Remuneration Committee. Represents performance-based RSUs granted on May 23, 2023, which vested on May 15, 2026, following certification of the satisfaction of certain performance conditions by the Remuneration Committee. Ordinary Shares withheld to satisfy tax withholding requirements on vesting of RSUs. This RSU award was granted effective May 15, 2026. 30% will vest on each of May 15, 2027, and May 15, 2028, and the remaining 40% will vest on May 15, 2029, subject to continued service to the Company.
Tax withholding shares 36,310 shares at $209.16 Ordinary Shares withheld for tax requirements on RSU vesting
RSU grant 1 48,378 shares Ordinary Shares acquired via grant/award on May 15, 2026
RSU grant 2 10,071 shares Ordinary Shares acquired via grant/award on May 15, 2026
RSU grant 3 10,668 shares Ordinary Shares acquired via grant/award on May 15, 2026
RSUs exercised 1 3,950 units Restricted Stock Units converted into Ordinary Shares on May 15, 2026
RSUs exercised 2 4,184 units Restricted Stock Units converted into Ordinary Shares on May 15, 2026
New RSU award 15,716 units Performance-based RSUs granted effective May 15, 2026
Net buy/sell direction Neutral (0 shares) transactionSummary netBuySellDirection and netBuySellShares
American Depositary Shares financial
"Ordinary shares ... are held in the form of American Depositary Shares ("ADSs")."
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
Restricted Stock Units financial
"Represents performance-based restricted stock units granted on May 1, 2025, which vested on May 15, 2026..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
RSU financial
"Each restricted stock unit ("RSU") represents the right to receive, following vesting, 1 Ordinary Share..."
Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.
performance-based RSUs financial
"Represents performance-based RSUs granted on May 23, 2023, which vested on May 15, 2026..."
Performance-based restricted stock units (RSUs) are promises to deliver company shares to employees only if the business meets specific goals, such as revenue, profit, stock-price targets, or strategic milestones. For investors, they matter because they change future share supply and align management incentives with company results—like a salesperson whose bonus only pays out when sales targets are hit—so they can affect earnings, dilution, and confidence in leadership.
tax withholding requirements financial
"Ordinary Shares withheld to satisfy tax withholding requirements on vesting of RSUs."
Remuneration Committee financial
"following certification of the satisfaction of certain performance conditions by the Remuneration Committee..."
A remuneration committee is a group of independent board members who design, approve and oversee pay packages for a company’s executives and directors. Think of them as the household budget planners for top management: they decide salaries, bonuses and stock awards so pay rewards performance and limits excessive risk. For investors, their role matters because compensation policies affect management incentives, business strategy and the long‑term value shareholders receive.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Collins Spencer

(Last)(First)(Middle)
C/O ARM HOLDINGS PLC
110 FULBOURN ROAD

(Street)
CAMBRIDGECB1 9NJ

(City)(State)(Zip)

UNITED KINGDOM

(Country)
2. Issuer Name and Ticker or Trading Symbol
ARM HOLDINGS PLC /UK [ ARM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Ordinary Shares(1)05/15/2026A10,668(2)A(3)10,668D
Ordinary Shares(1)05/15/2026M4,184(4)A(3)14,852D
Ordinary Shares(1)05/15/2026M3,950(5)A(3)18,802D
Ordinary Shares(1)05/15/2026A10,071(6)A(3)28,873D
Ordinary Shares(1)05/15/2026A48,378(7)A(3)77,251D
Ordinary Shares(1)05/15/2026F(8)36,310D$209.1640,941D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)05/15/2026A15,716 (9) (9)Ordinary Shares15,716$0146,894D
Restricted Stock Units(3)05/15/2026M4,184 (4) (4)Ordinary Shares4,184$0142,710D
Restricted Stock Units(3)05/15/2026M3,950 (5) (5)Ordinary Shares3,950$0138,760D
Explanation of Responses:
1. Ordinary shares, nominal value 0.001 GBP per share ("Ordinary Shares"), are held in the form of American Depositary Shares ("ADSs"). Each ADS represents 1 Ordinary Share.
2. Represents performance-based restricted stock units granted on May 1, 2025, which vested on May 15, 2026, following certification of the satisfaction of certain performance conditions by the Remuneration Committee (the "Remuneration Committee") of the Board of Directors of the Company.
3. Each restricted stock unit ("RSU") represents the right to receive, following vesting, 1 Ordinary Share held in the form of an ADS.
4. This RSU award was granted on May 1, 2025. 30% of the award vested on May 15, 2026. 30% of the award will vest on May 15, 2027, and the remaining 40% will vest on May 15, 2028, subject to continued service to the Company.
5. This RSU award was granted on May 13, 2024, 30% of which vested on each of May 15, 2025 and May 15, 2026. The remaining 40% will vest on May 15, 2027, subject to continued service to the Company.
6. Represents performance-based RSUs granted on May 13, 2024, which vested on May 15, 2026, following certification of the satisfaction of certain performance conditions by the Remuneration Committee.
7. Represents performance-based RSUs granted on May 23, 2023, which vested on May 15, 2026, following certification of the satisfaction of certain performance conditions by the Remuneration Committee.
8. Ordinary Shares withheld to satisfy tax withholding requirements on vesting of RSUs.
9. This RSU award was granted effective May 15, 2026. 30% will vest on each of May 15, 2027, and May 15, 2028, and the remaining 40% will vest on May 15, 2029, subject to continued service to the Company.
Remarks:
/s/ George Kanelos, as Attorney-in-Fact for Spencer Collins05/19/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did ARM (ARM) disclose for Spencer Collins?

ARM disclosed equity compensation activity for Chief Legal Officer Spencer Collins. On May 15, 2026, multiple restricted stock unit awards vested or were granted, and related Ordinary Shares were issued, with a portion withheld to satisfy tax obligations rather than sold in the open market.

Were any open-market share purchases or sales reported for ARM (ARM)?

No open-market buys or sells were reported in this filing. The transactions consist of RSU grants, vesting-related share issuances, derivative exercises, and shares withheld to pay taxes, which are routine compensation and administrative events rather than discretionary market trades.

How many ARM shares were withheld for taxes in this Form 4?

The filing shows 36,310 Ordinary Shares withheld for taxes. These shares were valued at $209.16 per share and were used to satisfy tax withholding requirements triggered by the vesting of restricted stock units, not as a voluntary sale into the market.

What restricted stock unit activity did ARM (ARM) report for Spencer Collins?

ARM reported several RSU-related transactions for Spencer Collins. Awards granted in 2023, 2024, and 2025 vested on May 15, 2026 after performance certification, converting into Ordinary Shares, and he also received a new RSU grant effective May 15, 2026 with multi-year vesting.

How do ARM American Depositary Shares relate to Ordinary Shares?

ARM states each ADS represents one Ordinary Share. Ordinary Shares with a nominal value of 0.001 GBP are held in the form of American Depositary Shares, giving U.S. investors an instrument that mirrors one underlying Ordinary Share on a one-to-one basis.

Are Spencer Collins’ RSU awards at ARM subject to vesting conditions?

Yes, the RSU awards are subject to time and performance conditions. Some RSUs are performance-based and vest after the Remuneration Committee certifies targets, while time-based awards vest in tranches on specified future dates, contingent on continued service to the company.