Dorman Products (DORM) CFO reports stock award and tax share withholding

Rhea-AI Filing Summary

Dorman Products, Inc. senior vice president and CFO David Hession reported equity compensation and related tax withholding in company stock. He acquired 4,072 shares of common stock at no cost through the settlement of performance-based restricted stock units granted for the 2023–2025 performance cycle. To cover tax withholding on the vesting, 1,889 shares were withheld by the company at a price of $127.73 per share, which is treated as a disposition under securities rules. After these transactions, he directly held 8,017.358 shares of Dorman Products common stock.

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^*

Hession David

(Last) (First) (Middle)

C/O DORMAN PRODUCTS, INC.

3400 WALNUT STREET

(Street)

COLMAR PA 18915

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Dorman Products, Inc. [ DORM ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		A		4,072(1)	A	$0	9,906.358(2)	D
Common Stock	02/19/2026		F		1,889(3)	D	$127.73	8,017.358	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 the settlement of performance-based restricted stock units granted in fiscal 2023 for the 2023-2025 performance cycle.

2. The amount reported includes 112.2087 shares acquired by the Reporting Person under Dorman's employee stock purchase plan on June 30, 2025 and 83.5130 shares acquired by the Reporting Person under Dorman's employee stock purchase plan on December 31, 2025.

3. These shares were withheld by the Issuer upon the vesting of restricted stock units to satisfy the Reporting Person's tax withholding obligations. Such withholding is treated as a disposition of securities under Section 16 of the Securities Exchange Act of 1934, as amended.

Remarks:

The filing of this Statement shall not be construed as an admission (a) that the person filing this Statement is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any equity securities covered by this Statement, or (b) that this Statement is legally required to be filed by such person.

	/s/ Frank J. Mahr, by Power of Attorney	02/23/2026
	** 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).
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FAQ

What insider transactions did Dorman Products (DORM) CFO David Hession report?

Dorman Products CFO David Hession reported an equity award and related tax withholding. He received 4,072 common shares from performance-based restricted stock units, while 1,889 shares were withheld by the company at $127.73 per share to satisfy tax obligations.

How many Dorman Products (DORM) shares did the CFO acquire in the latest Form 4?

The CFO acquired 4,072 Dorman Products common shares through the settlement of performance-based restricted stock units. These units were originally granted for the 2023–2025 performance cycle and converted into shares at no cost to him upon vesting.

Why were some Dorman Products (DORM) shares reported as disposed of by the CFO?

1,889 shares were withheld by Dorman Products when restricted stock units vested to satisfy David Hession’s tax withholding obligations. This mandatory share withholding is treated as a disposition under Section 16 rules, rather than an open-market sale by the executive.

How many Dorman Products (DORM) shares does the CFO hold after these transactions?

After the reported equity award and tax withholding, CFO David Hession directly holds 8,017.358 Dorman Products common shares. This figure includes prior holdings plus newly settled shares, net of the shares withheld to cover his associated tax liabilities.

What type of equity award did Dorman Products (DORM) grant to its CFO?

The CFO’s transaction reflects settlement of performance-based restricted stock units granted in fiscal 2023 for the 2023–2025 performance cycle. When performance conditions were met and units vested, they converted into 4,072 shares of common stock at no purchase price.