CAH Insider Filing: 42,778 RSUs Granted; 107,705 Shares Sold by CEO
Rhea-AI Filing Summary
Cardinal Health CEO Jason M. Hollar reported several equity transactions in August 2025. He received 42,778 restricted share units (RSUs) on 08/15/2025 that vest in three equal annual installments beginning 08/15/2026. To satisfy tax withholding on vested awards, 136,407 shares were withheld in connection with the vesting of 61,869 RSUs and 245,420 performance share units, leaving him with 343,606 shares after that withholding. On 08/19/2025 he sold a total of 107,705 shares in multiple transactions at weighted average prices reported between $147.40 and $149.58, leaving him with 235,901 shares beneficially owned following the sales.
Positive
- 42,778 RSU grant with three‑year vesting supports long‑term alignment
- Substantial retained ownership after transactions: 235,901 shares beneficially owned
Negative
- Large share disposals: 107,705 shares sold on 08/19/2025, reducing holdings from 480,013 to 235,901
- Significant tax withholding: 136,407 shares withheld to satisfy taxes on vested awards
Insights
TL;DR: Insider received time‑based RSUs and conducted planned withholding plus open‑market sales, leaving substantial residual ownership.
The grant of 42,778 RSUs increases deferred equity compensation and aligns long‑term incentive timing with multi‑year vesting. The withholding of 136,407 shares to cover taxes is an administrative, non‑cash action tied to vesting of 61,869 RSUs and 245,420 performance share units. The subsequent open‑market sales of 107,705 shares at weighted average prices within the $147.40–$149.58 range materially reduced the reporting person’s holdings from 480,013 to 235,901 shares. These transactions are notable for size but are disclosed as routine compensation-related and post‑vesting sales.
TL;DR: Equity grant with multi‑year vesting supports retention; share withholding for taxes and sales are typical compliance actions.
The 42,778 RSU grant vests in three equal annual tranches, which supports retention and alignment with shareholders over time. Withholding of shares to satisfy tax obligations following vesting is a standard practice and was used here for 136,407 shares. The multi‑price, weighted average sales on 08/19/2025 were disclosed with ranges and an offer to provide breakdowns on request, consistent with transparency expectations for insider transactions under Section 16.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Shares | 6,657 | $148.15 | $986K |
| Sale | Common Shares | 94,735 | $148.92 | $14.11M |
| Sale | Common Shares | 6,313 | $149.45 | $943K |
| Grant/Award | Common Shares | 42,778 | $0.00 | -- |
| Tax Withholding | Common Shares | 136,407 | $150.22 | $20.49M |
Footnotes (1)
- Grant of restricted share units ("RSUs") that vest in three equal annual installments beginning on August 15, 2026. Represents withholding of shares to satisfy tax withholding obligations of the reporting person in connection with the vesting of 61,869 RSUs and 245,420 performance share units. Reflects closing price on prior business day. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $147.40 to $148.39, inclusive. The reporting person undertakes to provide to Cardinal Health, Inc., any security holder of Cardinal Health, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 4, 5, and 6 to this Form 4. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $148.40 to $149.39, inclusive. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $149.40 to $149.58, inclusive.
