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CNH Industrial (CNH) executive gains 4,760 shares after RSU vesting and tax withholding

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

Rhea-AI Filing Summary

CNH Industrial N.V. President, Financial Services Douglas MacLeod reported compensation-related share movements tied to restricted share units (RSUs). On May 4, 2026, 7,000 RSUs converted into common shares on a one-for-one basis, and 2,240 common shares were withheld by the issuer to cover his tax liability on the vesting. The transactions resulted in a net increase of 4,760 common shares, bringing his directly held common shares to 18,605.9557. Footnotes also note prior RSU grants of 7,000, 13,832, 7,552, and 16,568 units scheduled to vest on future dates.

Positive

  • None.

Negative

  • None.
Insider MacLeod Douglas
Role President, Financial Services
Type Security Shares Price Value
Exercise Restricted Share Units 7,000 $0.00 --
Exercise Common Shares 7,000 $0.00 --
Tax Withholding Common Shares 2,240 $10.62 $24K
Holdings After Transaction: Restricted Share Units — 37,952 shares (Direct, null); Common Shares — 20,845.956 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 10, 2023, the Reporting Person was granted 7,000 RSUs, all of which vested on May 4, 2026. On May 10, 2024, the Reporting Person was granted 13,832 RSUs vesting on May 10, 2027. On November 15, 2024, the Reporting Person was granted 7,552 RSUs vesting on April 30, 2027. On May 16, 2025, the Reporting Person was granted 16,568 RSUs vesting on May 10, 2028.
RSUs converted 7,000 units Restricted share units converting into common shares on May 4, 2026
Shares withheld for taxes 2,240 shares Common shares withheld to cover tax liability on RSU vesting
Net common shares from vesting 4,760 shares Net increase from 7,000 RSUs vesting minus 2,240 shares withheld
Common shares held after transaction 18,605.9557 shares Direct CNH common share holdings following reported transactions
RSU grant on May 10, 2023 7,000 units Grant fully vested on May 4, 2026
RSU grant vesting May 10, 2027 13,832 units Unvested RSUs scheduled to vest on May 10, 2027
RSU grant vesting April 30, 2027 7,552 units Unvested RSUs scheduled to vest on April 30, 2027
RSU grant vesting May 10, 2028 16,568 units Unvested RSUs scheduled to vest on May 10, 2028
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 of RSUs"
vesting financial
"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.
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.
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*
MacLeod Douglas
(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)
President, Financial Services
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 Shares05/04/2026M7,000A(1)20,845.9557D
Common Shares05/04/2026F2,240(2)D$10.6218,605.9557D
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)05/04/2026M7,000 (3) (3)Common Shares7,000$037,952(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 7,000 RSUs, all of which vested on May 4, 2026. On May 10, 2024, the Reporting Person was granted 13,832 RSUs vesting on May 10, 2027. On November 15, 2024, the Reporting Person was granted 7,552 RSUs vesting on April 30, 2027. On May 16, 2025, the Reporting Person was granted 16,568 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

FAQ

What insider transactions did CNH (CNH) executive Douglas MacLeod report?

Douglas MacLeod reported the vesting and conversion of 7,000 restricted share units into CNH common shares, along with 2,240 shares withheld by the issuer to cover his tax liability. These transactions are compensation-related rather than open-market purchases or sales.

Did the CNH (CNH) executive buy or sell shares on the open market?

The filing shows no open-market buying or selling. Instead, it records RSU vesting and a tax-withholding disposition of 2,240 shares, where shares were withheld by CNH Industrial to satisfy tax obligations arising from the RSU vesting event.

How many CNH (CNH) shares does Douglas MacLeod hold after these transactions?

After the reported transactions, Douglas MacLeod directly holds 18,605.9557 CNH common shares. This reflects the net effect of 7,000 RSUs converting into common shares and 2,240 shares being withheld to cover tax liabilities associated with the RSU vesting.

What role do restricted share units (RSUs) play in CNH (CNH) executive compensation?

The filing indicates RSUs are a key part of compensation. MacLeod had 7,000 RSUs vest on May 4, 2026, and footnotes list additional grants of 13,832, 7,552, and 16,568 RSUs scheduled to vest on future dates, aligning pay with share performance.

Were any CNH (CNH) derivative positions left after the RSU conversion?

The filing’s derivative section shows the 7,000 RSUs that converted into common shares, while a footnote describes separate RSU grants of 13,832, 7,552, and 16,568 units vesting on future dates, indicating additional unvested equity awards remain outstanding.