Armstrong World (NYSE: AWI) SVP gains stock from RSUs, withholds shares for taxes

Rhea-AI Filing Summary

Armstrong World Industries senior vice president and general counsel So acquired common shares through vested equity awards and had some shares withheld for taxes. On February 27, 2026, 2,595 Restricted Stock Units were converted into 2,595 shares of common stock at $173.50 per share.

The derivative units had a stated price of $0 and converted to common stock on a one-for-one basis under the 2022 Equity and Cash Incentive Plan. To cover tax obligations from this vesting, 1,161 common shares were withheld by the company, leaving the reporting person with 8,968 common shares held directly afterward.

SEC Form 4

FORM 4

UNITED 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^*

So Austin

(Last) (First) (Middle)

C/O ARMSTRONG WORLD INDUSTRIES, INC.

2500 COLUMBIA AVENUE

(Street)

LANCASTER PA 17603

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ARMSTRONG WORLD INDUSTRIES INC [ AWI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, GC, Gov't. Rel., & CSO

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/27/2026		M		2,595	A	$173.5(1)	10,129	D
Common Stock	02/27/2026		F		1,161(2)	D	$173.5	8,968	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	02/27/2026		M			2,595	(3)	(3)	Common Stock	2,595	(4)	0	D

Explanation of Responses:

1. Restricted Stock Units convert into common stock on a one-for-one basis.

2. Represents the number of shares withheld by the Issuer to satisfy the Reporting Person's tax obligations incurred upon the vesting of certain restricted stock units granted to the Reporting Person under the 2022 Equity and Cash Incentive Plan.

3. On March 1, 2023, the Reporting Person was granted 2,595 Restricted Stock Units, which vest on the third anniversary of the grant (contingent upon the Reporting Person's employment with the Issuer on the scheduled vesting date, except as provided for under the Issuer's 2022 Equity and Cash Incentive Plan).

4. Price of Derivative Security is $0.

	/s/ Austin So	03/02/2026
	** Signature of Reporting Person	Date
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.

FAQ

What insider transaction did AWI report for its SVP and general counsel?

AWI reported that its senior vice president and general counsel acquired 2,595 shares of common stock through the vesting and conversion of Restricted Stock Units, with part of the resulting shares then withheld to satisfy related tax obligations under the company’s 2022 equity incentive plan.

How many Armstrong World (AWI) RSUs vested and converted into common stock?

A total of 2,595 Restricted Stock Units vested and converted into 2,595 shares of Armstrong World common stock. The units converted on a one-for-one basis, consistent with the company’s equity plan, and were originally granted on March 1, 2023 with a three-year vesting schedule.

Why were 1,161 AWI shares disposed of in this Form 4 filing?

The 1,161 Armstrong World common shares were withheld by the issuer to pay the reporting person’s tax obligations from the RSU vesting. This tax-withholding disposition is coded as an “F” transaction and did not represent an open-market sale of shares by the executive.

What is the new direct share ownership reported for the AWI executive?

After the RSU conversion and tax share withholding, the reporting executive directly owns 8,968 shares of Armstrong World common stock. This figure reflects the 2,595 shares delivered on vesting, reduced by the 1,161 shares withheld to satisfy the associated tax liability.

How are AWI Restricted Stock Units priced and converted in this transaction?

The Restricted Stock Units in this transaction had a derivative price of $0 and converted into common stock on a one-for-one basis. Upon conversion, 2,595 common shares were recorded at $173.50 per share, reflecting the share price used for the non-derivative transaction entry.