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CNH Industrial (NYSE: CNH) director exercises 26,375 RSUs, withholds shares for taxes

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

Rhea-AI Filing Summary

CNH Industrial N.V. director Suzanne Heywood exercised 26,375 restricted share units into an equal number of common shares on May 4, 2026. 12,397 shares were withheld by the issuer to cover tax liability at $10.6200 per share, and she now directly holds 633,405 common shares. RSUs convert into common shares on a one-for-one basis under her awards.

Positive

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Negative

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Insider Heywood Suzanne
Role Director
Type Security Shares Price Value
Exercise Restricted Share Units 26,375 $0.00 $0.00
Exercise Common Shares 26,375 $0.00 $0.00
Exercise Price or Tax Liability Common Shares 12,397 $10.62 $132K
Holdings After Transaction: Restricted Share Units — 74,025 shares (Direct); Common Shares — 633,405 shares (Direct)
Footnotes (3)
  1. F1. Restricted share units ("RSUs") convert into common shares on a one-for-one basis.
  2. F2. 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. F3. On May 10, 2023, the Reporting Person was granted 26,375 RSUs, all of which vested on May 4, 2026. On May 10, 2024, the Reporting Person was granted 38,310 RSUs vesting on May 10, 2027. On May 16, 2025, the Reporting Person was granted 35,715 RSUs vesting on May 10, 2028.
RSUs exercised 26,375 units Restricted share units converted to common shares on May 4, 2026
Tax-withheld shares 12,397 shares Common shares withheld to cover tax liability from RSU vesting
Tax withholding price $10.6200 per share Price used for tax-withholding disposition of 12,397 shares
Post-transaction common shares 633,405 shares Director Suzanne Heywood’s direct common share holdings after reported transactions
2023 RSU grant 26,375 units Granted May 10, 2023; all vested on May 4, 2026
2024 RSU grant 38,310 units Granted May 10, 2024; scheduled to vest May 10, 2027
2025 RSU grant 35,715 units Granted May 16, 2025; scheduled to vest May 10, 2028
Restricted Share Units financial
"Restricted share units ("RSUs") convert into common shares on a one-for-one basis."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities."
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.
derivative security financial
"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.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What did CNH (CNH) director Suzanne Heywood report in this Form 4?
Suzanne Heywood exercised 26,375 RSUs into common shares on May 4, 2026. The filing also shows 12,397 shares withheld for taxes at $10.6200 per share and updates her direct common share holdings to 633,405 shares.

How many CNH (CNH) restricted share units did Suzanne Heywood vest and exercise?
On May 4, 2026, Suzanne Heywood exercised 26,375 restricted share units, converting them one-for-one into common shares. These RSUs were granted on May 10, 2023 and all vested on the same May 4, 2026 date disclosed in the filing.

What tax withholding occurred in Suzanne Heywood’s CNH (CNH) Form 4?
The Form 4 shows 12,397 common shares withheld by CNH Industrial N.V. to cover Heywood’s tax liability from RSU vesting. The withholding price was $10.6200 per share, classified as a tax-withholding disposition under transaction code F.

What are Suzanne Heywood’s post-transaction CNH (CNH) share holdings?
After the RSU exercise and tax withholding, Suzanne Heywood directly holds 633,405 common shares of CNH Industrial N.V. This post-transaction holding is reported as her canonical direct ownership position in the filing’s holdings summary.

What future CNH (CNH) RSU vesting does Suzanne Heywood have scheduled?
The filing notes RSU grants of 38,310 units vesting May 10, 2027 and 35,715 units vesting May 10, 2028. These awards will each convert into common shares on a one-for-one basis upon vesting, subject to standard conditions.
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*
Heywood Suzanne
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
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 Shares05/04/2026M26,375A(1)645,802D
Common Shares05/04/2026F12,397(2)D$10.62633,405D
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)05/04/2026M26,375 (3) (3)Common Shares26,375$074,025(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 10, 2023, the Reporting Person was granted 26,375 RSUs, all of which vested on May 4, 2026. On May 10, 2024, the Reporting Person was granted 38,310 RSUs vesting on May 10, 2027. On May 16, 2025, the Reporting Person was granted 35,715 RSUs vesting on May 10, 2028.
/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)

Source: View Original Filing on SEC EDGAR