CFO of Climb Global (CLMB) covers tax bill with 558 withheld shares

Rhea-AI Filing Summary

Climb Global Solutions, Inc. Chief Financial Officer Matthew M. Sullivan reported a small tax-related share disposition. On the vesting of restricted stock, 558 shares of common stock were withheld at $18.76 per share to satisfy his tax obligations, a non–open-market event. Following this withholding, he directly holds 88,464 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider SULLIVAN MATTHEW M

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	558	$18.76	$10K

Holdings After Transaction: Common Stock — 88,464 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 558 shares Withholding price per share: $18.76 per share Shares held after transaction: 88,464 shares +1 more

4 metrics

Shares withheld for taxes 558 shares Withheld on restricted stock vesting to meet tax obligations

Withholding price per share $18.76 per share Value used for 558-share tax-withholding disposition

Shares held after transaction 88,464 shares Direct common stock holdings of CFO after withholding

Tax-withholding transactions 1 transaction, 558 shares Form 4 transaction summary for code F disposition

Key Terms

restricted stock, tax obligations, tax-withholding disposition, Form 4

4 terms

restricted stock financial

"Shares withheld at vesting of restricted stock for purposes of meeting the reporting person's tax obligations."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax obligations financial

"Shares withheld at vesting of restricted stock for purposes of meeting the reporting person's tax obligations."

tax-withholding disposition regulatory

"transaction_action: "tax-withholding disposition" for this Form 4 entry"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4): disclosure of the CFO's transaction"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

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 NEW JERSEY 07724

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

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

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

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

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	05/05/2026		F(1)		558	D	$18.76	88,464	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	05/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Climb Global Solutions (CLMB) report?

Climb Global Solutions reported that CFO Matthew M. Sullivan had 558 common shares withheld to cover taxes on restricted stock vesting. This was coded as a tax-liability disposition, not an open-market sale, and reflects routine compensation-related activity.

Did the Climb Global Solutions (CLMB) CFO sell shares in the market?

No, the CFO did not sell shares in the open market. Instead, 558 shares were withheld at $18.76 per share to satisfy tax obligations upon restricted stock vesting, a standard non-discretionary mechanism for paying taxes on equity compensation.

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

After the tax-withholding transaction, CFO Matthew M. Sullivan directly holds 88,464 shares of Climb Global Solutions common stock. The 558 withheld shares reduced his gross vested amount but primarily served to meet his personal tax liability on the vesting event.

What does transaction code "F" mean for the CLMB insider filing?

Transaction code "F" indicates shares disposed of to pay an exercise price or tax liability. For CLMB, 558 shares of restricted stock were withheld at vesting to cover CFO Matthew M. Sullivan’s tax obligations, rather than being sold through an open-market transaction.

Is the Climb Global Solutions (CLMB) insider transaction considered routine?

Yes, this transaction appears routine. The 558 shares were withheld solely to cover taxes on restricted stock vesting, as noted in the footnote, and did not involve discretionary buying or selling in the open market by the CFO.