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PC Connection (CNXN) CFO exercises 5,000 RSUs and withholds 1,324 shares for taxes

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

Rhea-AI Filing Summary

PC Connection, Inc. executive Thomas C. Baker, Sr. VP, CFO & Treasurer, reported equity award activity involving company stock. On February 10, 2026, he exercised derivative rights tied to 5,000 restricted stock units, receiving 5,000 shares of common stock at an exercise price of $0.00.

On the same date, 1,324 common shares were disposed of at $65.23 per share in a tax-withholding transaction related to the equity award. After these transactions, he directly owned 52,593 shares of common stock and 15,000 restricted stock units. The RSUs were originally granted on February 10, 2025, with 5,000 shares vesting on February 10, 2026 and additional 5,000 shares scheduled to vest annually on February 10, 2027 through February 10, 2029.

Positive

  • None.

Negative

  • None.
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*
Baker Thomas C

(Last) (First) (Middle)
730 MILFORD ROAD

(Street)
MERRIMACK NH 03054

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PC CONNECTION INC [ CNXN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. VP, CFO & Treasurer
3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 02/10/2026 M 5,000 A $0.00(1) 53,917 D
Common Stock 02/10/2026 F 1,324 D $65.23 52,593 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
Restricted Stock Units (1) 02/10/2026 M 5,000 (2) (2) Common Stock 5,000 $0.00 15,000 D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of common stock.
2. The restricted stock units were granted under the PC Connection, Inc. 2020 Stock Incentive Plan on February 10, 2025. 5,000 shares vested on February 10, 2026, and the remaining shares are scheduled to vest as follows; 5,000 shares annually on February 10, 2027 through February 10, 2029.
Remarks:
/s/ Thomas C. Baker 02/11/2026
** 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.

FAQ

What insider transactions did PC Connection (CNXN) report for Thomas C. Baker?

The filing shows Thomas C. Baker exercised derivative rights on 5,000 restricted stock units, receiving 5,000 common shares at $0.00. It also reports a tax-withholding disposition of 1,324 common shares at $65.23 on February 10, 2026.

How many PC Connection (CNXN) shares does Thomas C. Baker own after this Form 4?

After the reported transactions, Thomas C. Baker directly owned 52,593 shares of PC Connection common stock. He also held 15,000 restricted stock units, representing additional contingent rights to receive shares, subject to the award’s vesting schedule under the company’s 2020 Stock Incentive Plan.

What do the transaction codes M and F mean in the PC Connection (CNXN) Form 4?

Code M indicates an exercise or conversion of a derivative security, here converting restricted stock units into 5,000 common shares at $0.00. Code F reflects a tax-withholding disposition of 1,324 shares at $65.23, used to cover tax obligations.

What is the vesting schedule for Thomas C. Baker’s PC Connection (CNXN) restricted stock units?

The restricted stock units were granted on February 10, 2025. 5,000 shares vested on February 10, 2026. The remaining units are scheduled to vest in three annual installments of 5,000 shares each on February 10, 2027, 2028, and 2029.

How are PC Connection (CNXN) restricted stock units described in this Form 4 filing?

Each restricted stock unit is described as a contingent right to receive one share of common stock. This means a vested RSU converts into a single common share, consistent with the company’s 2020 Stock Incentive Plan terms referenced in the filing.

Pc Connection Inc

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Electronics & Computer Distribution
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MERRIMACK