Leonardo DRS (NYSE: DRS) EVP nets shares after RSU vesting and 10b5-1 sale
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Leonardo DRS EVP, GC and Secretary Mark Dorfman reported a mix of equity award activity and a small open‑market sale. On April 1, 2026, he acquired common stock through vested performance restricted stock units and other RSUs granted under the company’s 2022 Omnibus Equity Compensation Plan, while shares were also withheld to cover tax obligations. On April 2, 2026, he sold 4,659 shares of common stock in an open‑market transaction at $45.38 per share under a pre‑arranged Rule 10b5‑1 trading plan, and held 42,278 shares of common stock directly afterward.
Positive
- None.
Negative
- None.
Insights
Routine equity vesting with a small, pre‑planned sale; overall neutral.
The filing shows Mark Dorfman receiving and vesting various PRSUs and RSUs granted under Leonardo DRS’s 2022 Omnibus Equity Compensation Plan. These awards convert into common stock, reflecting standard executive compensation rather than discretionary market purchases.
To cover tax obligations from vesting, the company withheld shares in several F‑code transactions, which are non‑market dispositions. The only open‑market activity was a 4,659‑share sale at $45.38 per share on April 2, 2026, executed under a Rule 10b5‑1 trading plan adopted on June 13, 2025.
After all transactions, Dorfman directly held 42,278 shares of common stock, indicating he retains a substantial position. Because most activity is compensation‑related and the sale is both modest in scale and pre‑planned, this filing appears routine and neutral from an investment‑thesis perspective.
Insider Trade Summary 10b5-1
Net Seller: 4,659 shares ($211,425)
Net Sell
14 txns
Insider
Dorfman Mark
Role
EVP, GC and Secretary
Sold
4,659 shs ($211K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 4,659 | $45.38 | $211K |
| Exercise | Restricted Stock Unit | 7,252 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 4,770 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 3,448 | $0.00 | -- |
| Grant/Award | Common Stock | 23,367 | $0.00 | -- |
| Tax Withholding | Common Stock | 9,956 | $45.86 | $457K |
| Grant/Award | Common Stock | 15,664 | $0.00 | -- |
| Tax Withholding | Common Stock | 7,684 | $45.86 | $352K |
| Exercise | Common Stock | 7,252 | $0.00 | -- |
| Tax Withholding | Common Stock | 3,558 | $45.86 | $163K |
| Exercise | Common Stock | 4,770 | $0.00 | -- |
| Tax Withholding | Common Stock | 2,340 | $45.86 | $107K |
| Exercise | Common Stock | 3,448 | $0.00 | -- |
| Tax Withholding | Common Stock | 1,692 | $45.86 | $78K |
Holdings After Transaction:
Common Stock — 42,278 shares (Direct);
Restricted Stock Unit — 0 shares (Direct)
Footnotes (1)
- Represents performance restricted stock units ("PRSUs") awarded in April 2023 under the Issuer's 2022 Omnibus Equity Compensation Plan (the "Plan") for the performance period January 1, 2023 through December 31, 2025, for which performance goals have been achieved and certified on February 19, 2026. Each PRSU represents the right to one share of the Issuer's common stock. The PRSUs vested on April 1, 2026. Shares withheld by the Issuer to satisfy tax withholding requirements. Represents PRSUs awarded in April 2023 under the Plan for the performance period January 1, 2023 through December 31, 2025, for which performance goals have been achieved and certified on February 19, 2026. Each PRSU represents the right to one share of the Issuer's common stock. The PRSUs vested on April 1, 2026. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 13, 2025. Each restricted stock unit ("RSU") was granted under the Plan, and represents a contingent right to receive one share of the common stock of the Issuer or the cash equivalent thereof. One-third of the RSUs vested on each of April 1, 2024 and April 1, 2025. The remaining RSUs vested one-third on April 1, 2026. Each RSU was granted under the Plan and represents a contingent right to receive one share of the common stock of the Issuer or the cash equivalent thereof. One-third of the RSUs vested on each of April 1, 2025 and April 1, 2026. The remaining one-third of RSUs are scheduled to vest on April 1, 2027, subject to the Reporting Person's continued employment with the Issuer through such date. The number of RSUs that vested on each of April 1, 2025 and April 1, 2026 shall be rounded down to the nearest whole number of RSUs and the remaining RSUs shall vest on April 1, 2027. Each RSU was granted under the Plan, and represents a contingent right to receive one share of the common stock of the Issuer or the cash equivalent thereof. One-third of the RSUs vested on April 1, 2026. The remaining RSUs are scheduled to vest one-third annually on each of April 1, 2027 and April 1, 2028, subject to the Reporting Person's continued employment with the Issuer through each date.
Key Figures
Open-market sale: 4,659 shares at $45.38
Shares held after transactions: 42,278 shares
Derivative exercises: 15,470 shares
+3 more
6 metrics
Open-market sale
4,659 shares at $45.38
Common stock sale on April 2, 2026
Shares held after transactions
42,278 shares
Direct common stock holdings following April 2, 2026 sale
Derivative exercises
15,470 shares
Shares from PRSU/RSU exercises (M-code) in summary
Tax withholding shares
25,230 shares at $45.86
F-code dispositions to cover tax obligations on April 1, 2026
Equity awards granted/vested
23,367 RSU shares and 15,664 RSU shares
A-code common stock from RSU grants/vesting on April 1, 2026
Net buy/sell shares
-4,659 shares
Net share change labeled net-sell in transaction summary
Key Terms
performance restricted stock units ("PRSUs"), restricted stock unit ("RSU"), 2022 Omnibus Equity Compensation Plan, Rule 10b5-1 trading plan, +1 more
5 terms
performance restricted stock units ("PRSUs") financial
"Represents performance restricted stock units ("PRSUs") awarded in April 2023 under the Issuer's 2022 Omnibus Equity Compensation Plan"
restricted stock unit ("RSU") financial
"Each restricted stock unit ("RSU") was granted under the Plan, and represents a contingent right to receive one share"
2022 Omnibus Equity Compensation Plan financial
"awarded in April 2023 under the Issuer's 2022 Omnibus Equity Compensation Plan (the "Plan")"
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
tax withholding requirements financial
"Shares withheld by the Issuer to satisfy tax withholding requirements."
FAQ
What insider transactions did Leonardo DRS (DRS) EVP Mark Dorfman report?
Mark Dorfman reported RSU and PRSU vesting into common stock, related tax‑withholding share dispositions, and a small open‑market sale. These actions reflect routine equity compensation mechanics combined with one discretionary sale disclosed in a single Form 4 filing.
What are PRSUs and RSUs mentioned in the Leonardo DRS (DRS) Form 4?
PRSUs are performance restricted stock units that convert to shares when performance goals are achieved, while RSUs are time‑based restricted stock units. Both were granted under Leonardo DRS’s 2022 Omnibus Equity Compensation Plan and generally settle one‑for‑one into common stock upon vesting.