CBIZ (CBZ) officer uses 1,116 shares to cover RSU tax bill

Rhea-AI Filing Summary

CBIZ, Inc. officer Michael P. Kouzelos reported a small share disposition related to equity compensation. On February 9, 2026, 1,116 shares of common stock were withheld at $34.29 per share to cover taxes upon vesting of previously granted restricted stock units. After this tax-withholding disposition, he directly beneficially owned 363,160 shares of CBIZ common stock.

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

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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^*

Kouzelos Michael P

(Last) (First) (Middle)

C/O CBIZ, INC.

5959 ROCKSIDE WOODS BLVD. N., SUITE 600

(Street)

INDEPENDENCE OH 44131

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CBIZ, Inc. [ CBZ ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Employee Services

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		F		1,116(1)	D	$34.29	363,160	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

Explanation of Responses:

1. Represents shares withheld for taxes upon the vesting of previously reported restricted stock units granted on February 9, 2024.

	/s/ Jaileah X. Huddleston, attorney-in-fact for Michael P. Kouzelos	02/11/2026
	** 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.
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FAQ

What insider transaction did CBIZ (CBZ) report for Michael P. Kouzelos?

CBIZ reported that officer Michael P. Kouzelos had 1,116 common shares withheld on February 9, 2026. The shares were used to satisfy tax obligations from vesting restricted stock units, rather than an open-market sale, under a Form 4 insider transaction code F.

Was the CBIZ (CBZ) Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were automatically withheld to pay taxes due when previously granted restricted stock units vested, a common administrative step for equity compensation plans.

How many CBIZ (CBZ) shares were involved in the tax-withholding disposition?

The filing shows 1,116 shares of CBIZ common stock were withheld. These shares covered tax obligations upon the vesting of restricted stock units that had been granted on February 9, 2024, according to the footnote in the Form 4.

What price per share was used for the CBIZ (CBZ) tax-withholding transaction?

The Form 4 reports a price of $34.29 per share for the 1,116 withheld shares. This price is used to calculate the value of stock applied toward the tax liability triggered by the vesting restricted stock units.

How many CBIZ (CBZ) shares does Michael P. Kouzelos own after the reported transaction?

After the tax-withholding disposition, Michael P. Kouzelos directly beneficially owned 363,160 CBIZ common shares. This post-transaction balance reflects his remaining equity stake following the automatic share withholding for tax purposes on February 9, 2026.

What is transaction code F on the CBIZ (CBZ) Form 4 for Michael P. Kouzelos?

Transaction code F indicates payment of a tax liability or exercise price by delivering or withholding securities. In this case, 1,116 CBIZ shares were withheld to satisfy taxes due upon vesting of previously reported restricted stock units granted in February 2024.