STOCK TITAN

CNH (CNH) CFO RSUs Vest as 81,368 Shares Withheld for Taxes

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

Rhea-AI Filing Summary

CNH Industrial N.V. Chief Financial Officer Nickolas James AJ reported compensation-related share activity tied to restricted share units (RSUs). On May 4, 2026, 183,673 RSUs vested and converted into an equal number of common shares on a one-for-one basis.

To cover the related tax liability, the issuer withheld 81,368 common shares at $10.62 per share, a non-market, tax-withholding disposition rather than an open-market sale. Following these transactions, he directly holds 102,305 common shares and 560,894 RSUs, which continue to vest in future years under the original grant schedule.

Positive

  • None.

Negative

  • None.
Insider Nickolas James AJ
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Share Units 183,673 $0.00 --
Exercise Common Shares 183,673 $0.00 --
Tax Withholding Common Shares 81,368 $10.62 $864K
Holdings After Transaction: Restricted Share Units — 560,894 shares (Direct, null); Common Shares — 183,673 shares (Direct, null)
Footnotes (1)
  1. Restricted share units ("RSUs") convert into common shares on a one-for-one basis. Represents the number of shares withheld by the issuer to cover the Reporting Persons's tax liability associated with the vesting of RSUs on May 4, 2026. On May 16, 2025, the Reporting Person was granted 744,567 RSUs, 183,673 of which vested on May 4, 2026; 183,674 of which vest on April 30, 2027; 83,342 of which vest on May 10, 2028; and 293,878 of which vest on May 10, 2030.
Shares withheld for taxes 81,368 shares Common shares withheld to cover tax liability on May 4, 2026
Withholding price per share $10.62 per share Value used for tax-withholding disposition of 81,368 common shares
RSUs vested and converted 183,673 RSUs Restricted share units converting one-for-one into common shares on May 4, 2026
Common shares held after transaction 102,305 shares Direct common share holdings following reported Form 4 transactions
Original RSU grant size 744,567 RSUs Restricted share units granted on May 16, 2025 to the CFO
Remaining RSUs after vesting 560,894 RSUs Unvested restricted share units still outstanding following May 4, 2026 vesting
Future vesting on Apr 30, 2027 183,674 RSUs Next scheduled vesting tranche under the May 16, 2025 RSU grant
Long-term vesting tranches 83,342 & 293,878 RSUs RSUs vesting on May 10, 2028 and May 10, 2030 respectively
Restricted share units ("RSUs") financial
"Restricted share units ("RSUs") convert into common shares on a one-for-one basis."
tax liability financial
"shares withheld by the issuer to cover the Reporting Persons's tax liability associated with the vesting"
vesting financial
"tax liability associated with the vesting of RSUs on May 4, 2026."
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Chief Financial Officer financial
"officer_title": "Chief Financial Officer""
A Chief Financial Officer (CFO) is the person in charge of a company's money and financial planning. They decide how to spend, save, and invest funds to help the company grow and stay stable. Their role is important because good financial decisions keep the company healthy and successful.
SEC Form 4
FORM 4UNITED 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*
Nickolas James AJ

(Last)(First)(Middle)
C/O CNH INDUSTRIAL N.V.
CRANES FARM ROAD, BASILDON

(Street)
ESSEXUNITED KINGDOMSS14 3AD

(City)(State)(Zip)

UNITED KINGDOM

(Country)
2. Issuer Name and Ticker or Trading Symbol
CNH Industrial N.V. [ CNH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Shares05/04/2026M183,673A(1)183,673D
Common Shares05/04/2026F81,368(2)D$10.62102,305D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units(1)05/04/2026M183,673 (3) (3)Common Shares183,673$0560,894(3)D
Explanation of Responses:
1. Restricted share units ("RSUs") convert into common shares on a one-for-one basis.
2. Represents the number of shares withheld by the issuer to cover the Reporting Persons's tax liability associated with the vesting of RSUs on May 4, 2026.
3. On May 16, 2025, the Reporting Person was granted 744,567 RSUs, 183,673 of which vested on May 4, 2026; 183,674 of which vest on April 30, 2027; 83,342 of which vest on May 10, 2028; and 293,878 of which vest on May 10, 2030.
/s/ Eric Mathison, attorney-in-fact05/05/2026
** Signature of Reporting PersonDate
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 did CNH (CNH) CFO Nickolas James AJ report in this Form 4?

He reported the vesting of 183,673 restricted share units that converted into common shares and a related tax-withholding disposition of 81,368 shares. These events reflect routine equity compensation mechanics rather than open-market buying or selling activity.

Were CNH (CNH) shares sold on the open market by the CFO in this filing?

No, the filing shows shares withheld to cover tax obligations, not open-market sales. Specifically, 81,368 common shares were withheld by the issuer at $10.62 per share when restricted share units vested on May 4, 2026.

How many CNH (CNH) restricted share units vested for the CFO on May 4, 2026?

A total of 183,673 restricted share units vested and converted into an equal number of common shares. The RSUs convert on a one-for-one basis, as disclosed, forming part of a larger multi-year equity grant awarded in May 2025.

What are the remaining CNH (CNH) RSUs and vesting schedule for the CFO?

After this vesting, 560,894 restricted share units remain from the original 744,567-unit grant. Future tranches are scheduled to vest on April 30, 2027, May 10, 2028, and May 10, 2030, providing ongoing equity-based compensation over several years.

How many CNH (CNH) common shares does the CFO hold after these transactions?

Following the reported transactions, the CFO directly holds 102,305 common shares. This position reflects the net result after 183,673 RSUs converted into shares and 81,368 of those shares were withheld by the issuer for tax obligations tied to vesting.

When were the CNH (CNH) RSUs originally granted to the CFO and in what amount?

On May 16, 2025, the CFO was granted 744,567 restricted share units. These RSUs vest in stages: 183,673 units on May 4, 2026, 183,674 units on April 30, 2027, 83,342 units on May 10, 2028, and 293,878 units on May 10, 2030.