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Climb Global (CLMB) CFO has 149 shares withheld to cover tax obligations

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

Rhea-AI Filing Summary

Climb Global Solutions, Inc. Chief Financial Officer Matthew M. Sullivan reported a small insider transaction involving company common stock. On February 17, 2026, 149 shares were disposed of at a price of $121.05 per share to satisfy tax obligations tied to vesting restricted stock, rather than through an open-market sale. After this tax-withholding disposition, Sullivan’s directly held stake in Climb Global Solutions stood at 18,933 common shares.

Positive

  • None.

Negative

  • None.
Insider SULLIVAN MATTHEW M
Role Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Common Stock 149 $121.05 $18K
Holdings After Transaction: Common Stock — 18,933 shares (Direct)
Footnotes (1)
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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*
SULLIVAN MATTHEW M

(Last) (First) (Middle)
4 INDUSTRIAL WAY WEST
SUITE 300

(Street)
EATONTOWN NJ 07724

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Climb Global Solutions, Inc. [ CLMB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
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 02/17/2026 F(1) 149 D $121.05 18,933 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. Shares withheld at vesting of restricted stock for purposes of meeting the reporting person's tax obligations.
/s/ Matthew Sullivan 02/17/2026
** 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 Climb Global Solutions (CLMB) report for its CFO?

Climb Global Solutions reported that CFO Matthew M. Sullivan had 149 common shares withheld on February 17, 2026. The shares were disposed of at $121.05 each to cover tax obligations from restricted stock vesting, leaving him with 18,933 directly owned shares.

Was the CLMB CFO’s Form 4 transaction an open-market sale of shares?

The Form 4 transaction was not an open-market sale. The 149 shares of Climb Global Solutions common stock were withheld at vesting of restricted stock solely to meet the CFO’s tax obligations, according to the filing footnote, rather than sold at his discretion.

How many Climb Global Solutions (CLMB) shares does the CFO hold after this transaction?

After the reported tax-withholding disposition, CFO Matthew M. Sullivan directly holds 18,933 shares of Climb Global Solutions common stock. This figure reflects the balance following the withholding of 149 shares associated with the vesting of restricted stock units on February 17, 2026.

What was the price per share in the CLMB CFO’s reported Form 4 transaction?

The reported transaction used a price of $121.05 per share for the 149 Climb Global Solutions common shares disposed. This price applies to shares withheld to cover tax obligations tied to restricted stock vesting, rather than a voluntary open-market trade by the company’s Chief Financial Officer.

What does transaction code "F" mean in the CLMB CFO’s Form 4 filing?

Transaction code "F" indicates shares were used to pay an exercise price or tax liability. In this case, 149 Climb Global Solutions shares were withheld at vesting of restricted stock to satisfy CFO Matthew M. Sullivan’s tax obligations, as explained in the filing’s footnote disclosure.