Coeur Mining (CDE) CFO logs tax-withholding share disposition in Form 4

Rhea-AI Filing Summary

Coeur Mining, Inc. executive vice president and CFO Thomas S. Whelan reported an automatic tax-related share disposition under the company’s incentive compensation plan. On February 17, 12,664 shares of common stock were withheld by the issuer at $21.81 per share to cover taxes due upon vesting of restricted shares, rather than being sold on the open market.

After this tax-withholding disposition, Whelan directly owned 680,434 shares of Coeur Mining common stock, including 182,639 unvested restricted shares. He also reported indirect ownership of 6,000 shares held in a college savings plan for his daughter.

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^*

Whelan Thomas S

(Last) (First) (Middle)

200 SOUTH WACKER DRIVE, SUITE 2100

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Coeur Mining, Inc. [ CDE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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, par value $0.01 per share	02/17/2026		F		12,664(1)	D	$21.81	680,434(2)	D
Common Stock, par value $0.01 per share								6,000	I	College savings plan for daughter

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. In accordance with the terms of the issuer's incentive compensation plan, these shares have been withheld by the issuer to pay tax due upon the vesting of restricted shares.

2. Includes 182,639 unvested shares of restricted stock.

Remarks:

	/s/ Casey M. Nault, Attorney-in-Fact	02/19/2026
	** 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 Coeur Mining (CDE) report for Thomas S. Whelan?

Coeur Mining reported that EVP & CFO Thomas S. Whelan had 12,664 shares of common stock withheld on February 17 to pay tax due on vested restricted shares, a tax-withholding disposition rather than an open-market sale.

At what price were Thomas S. Whelan’s Coeur Mining (CDE) shares withheld for taxes?

The shares were withheld at $21.81 per share to satisfy tax obligations on vesting restricted stock. This price reflects the value used for the tax calculation, not a discretionary market trade or negotiated sale by the executive.

How many Coeur Mining (CDE) shares does Thomas S. Whelan own after this Form 4?

Following the reported tax-withholding disposition, Thomas S. Whelan directly owns 680,434 Coeur Mining common shares. This direct total includes 182,639 unvested restricted shares granted under the company’s incentive compensation plan as noted in the filing footnote.

Does the Coeur Mining (CDE) Form 4 show any indirect holdings for Thomas S. Whelan?

Yes. The Form 4 reports 6,000 Coeur Mining shares held indirectly through a college savings plan for Whelan’s daughter. This is disclosed separately from his direct ownership and is classified as indirect beneficial ownership in the filing.

Was Thomas S. Whelan’s Coeur Mining (CDE) transaction an open-market sale?

No. The transaction is coded as F, meaning shares were withheld by the issuer to pay tax liability upon vesting of restricted shares. It is described as a tax-withholding disposition, not a voluntary open-market sale of stock.

What do the restricted stock footnotes mean in the Coeur Mining (CDE) Form 4?

The footnotes explain that shares were withheld under the incentive compensation plan to cover taxes on vesting, and that Whelan’s direct holdings include 182,639 unvested restricted shares, which are part of his equity-based compensation rather than fully vested, freely tradable stock.