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CNH (CNH) CTO sees 1,246 shares withheld to cover RSU tax bill

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

Rhea-AI Filing Summary

CNH Industrial N.V. Chief Technology Officer Jay Schroeder reported a routine tax-related share transaction. On May 13, 1,246 common shares were disposed of at $10.62 per share to cover taxes tied to the vesting of RSUs on May 4, 2026. After this withholding, he directly holds 40,321.432 common shares.

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Insider Schroeder Jay
Role Chief Technology Officer
Type Security Shares Price Value
Tax Withholding Common Shares 1,246 $10.62 $13K
Holdings After Transaction: Common Shares — 40,321.432 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares withheld for taxes 1,246 shares Tax-withholding disposition on May 13, 2026
Tax valuation price <money>$10.62</money> per share Price used for 1,246 withheld common shares
Shares held after transaction 40,321.432 shares Direct CNH common share holdings after withholding
Tax-withholding transactions 1 transaction, 1,246 shares Form 4 transactionSummary taxWithholdingCount and shares
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
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.
RSUs financial
"tax liability associated with the vesting of RSUs on May 4, 2026"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
restricted stock units financial
"tax liability associated with the vesting of RSUs on May 4, 2026"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
non-derivative financial
""transaction_type": "non-derivative""
Form 4 Insider Transactions: What Each Field Means →
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*
Schroeder Jay
(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 Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/13/2026		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 Shares05/13/2026F1,246(1)D$10.6240,321.432D
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
Explanation of Responses:
1. Represents the number of shares withheld by the issuer to cover the reporting person's tax liability associated with the vesting of RSUs on May 4, 2026.
/s/ Eric Mathison, attorney-in-fact05/14/2026
** 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

FAQ

What insider transaction did CNH (CNH) report for CTO Jay Schroeder?

Jay Schroeder reported a tax-withholding disposition of 1,246 CNH common shares. The shares were withheld by the company to cover taxes on vesting RSUs, rather than sold on the open market.

Was the CNH (CNH) insider transaction an open-market sale of shares?

No, the transaction was not an open-market sale. CNH withheld 1,246 common shares from CTO Jay Schroeder to satisfy tax obligations related to restricted stock unit vesting.

How many CNH (CNH) shares were withheld for taxes in this Form 4?

A total of 1,246 CNH common shares were withheld. The shares were valued at $10.62 each for tax purposes, according to the filing’s non-derivative transaction details and related footnote.

How many CNH (CNH) shares does CTO Jay Schroeder hold after the tax withholding?

After the tax-withholding disposition, CTO Jay Schroeder directly holds 40,321.432 CNH common shares. This figure reflects his remaining position following the 1,246 shares withheld to cover tax liabilities.

What triggered the CNH (CNH) tax-withholding share disposition reported on Form 4?

The disposition was triggered by the vesting of restricted stock units on May 4, 2026. CNH withheld 1,246 shares from CTO Jay Schroeder to cover his related tax liability, as described in the Form 4 footnote.