Constellium (NYSE: CSTM) CEO gets 71,132 shares, sells 4,614 for taxes

Rhea-AI Filing Summary

Constellium SE CEO Ingrid Joerg reported a mix of equity compensation and a small tax-related sale. On March 9, 2026, she acquired 71,132 ordinary shares at no cost from performance stock units granted on March 9, 2023 that vested after meeting performance conditions. On March 10, 2026, she sold 4,614 ordinary shares at $25.87 per share solely to cover tax withholding obligations from the vesting of restricted and performance stock unit awards. After these transactions, she directly held 378,090 ordinary shares.

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

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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^*

Joerg Ingrid

(Last) (First) (Middle)

300 EAST LOMBARD STREET

SUITE 1710

(Street)

BALTIMORE MD 21202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CONSTELLIUM SE [ CSTM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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
Ordinary shares	03/09/2026		A		71,132(1)	A	$0	382,704	D
Ordinary shares	03/10/2026		S(2)		4,614	D	$25.87	378,090	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

Explanation of Responses:

1. Represents earned non-derivative performance stock units of Constellium SE (the "Issuer") granted on March 9, 2023 that contained performance-vesting requirements, which vested on March 9, 2026.

2. The Reporting Person sold 4,614 ordinary shares of the Issuer upon the vesting of restricted stock unit and performance stock unit awards previously granted on March 9, 2023, solely to satisfy tax withholding obligations incurred upon vesting.

Remarks:

	/s/ Kristine Carpenter, Attorney-in-Fact for Ingrid Joerg	03/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did ConstelLIUM (CSTM) CEO Ingrid Joerg report in this Form 4 filing?

Constellium CEO Ingrid Joerg reported vesting of performance-based stock awards and a small share sale. She received 71,132 ordinary shares at no cost, then sold 4,614 shares to cover tax withholding obligations related to those vesting awards.

How many Constellium (CSTM) shares did the CEO acquire in this transaction?

The CEO acquired 71,132 ordinary shares of Constellium through earned performance stock units. These units were originally granted on March 9, 2023 and vested on March 9, 2026 after meeting performance-vesting requirements, resulting in a non-cash stock award.

Why did the Constellium (CSTM) CEO sell 4,614 shares after vesting?

The CEO sold 4,614 ordinary shares solely to satisfy tax withholding obligations arising from the vesting of restricted and performance stock unit awards. This type of sale is mechanistic for tax purposes rather than a discretionary open-market reduction in her overall equity stake.

At what price were the 4,614 Constellium (CSTM) shares sold by the CEO?

The 4,614 ordinary shares were sold at $25.87 per share. The sale occurred on March 10, 2026 and, according to the disclosure, was conducted solely to cover tax withholding obligations tied to recently vested stock awards.

What is the Constellium (CSTM) CEO’s direct share ownership after these transactions?

Following the vesting of performance stock units and the tax-related sale, the CEO directly owns 378,090 ordinary shares of Constellium. This figure reflects both the 71,132 shares received from vesting and the 4,614 shares sold to meet associated tax liabilities.

Were the new Constellium (CSTM) shares granted to the CEO tied to performance conditions?

Yes. The 71,132 ordinary shares represent earned performance stock units granted on March 9, 2023. These units carried performance-vesting requirements and vested on March 9, 2026, indicating that the specified performance criteria were satisfied over the vesting period.