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DIRTT (DRTTF) CEO converts 125,000 RSUs and withholds 60,586 shares for taxes

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

Rhea-AI Filing Summary

DIRTT Environmental Solutions Chief Executive Officer Benjamin Nicholas Urban reported compensation-related equity transactions involving Restricted Share Units (RSUs) and Common Shares. On June 8, 2026, one-third of a prior grant of 375,000 RSUs vested and 125,000 RSUs were converted into Common Shares on a one-to-one basis at the issuer’s discretion. In connection with this vesting, 60,586 Common Shares were disposed of as a tax-withholding transaction at a reference price of $0.52 per share, while the remaining shares from the vesting increased his direct holdings. Following these transactions, Urban directly owned 1,531,804 Common Shares. The RSU vesting price was based on a C$0.72 closing price for the issuer’s Common Shares on the Toronto Stock Exchange on June 8, 2026, converted using a Bank of Canada exchange rate of C$1.3947 = US$1.00.

Positive

  • None.

Negative

  • None.
Insider Urban Benjamin Nicholas
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Restricted Share Units 125,000 $0.00 --
Exercise Common Shares 125,000 $0.00 --
Tax Withholding Common Shares 60,586 $0.52 $32K
Holdings After Transaction: Restricted Share Units — 0 shares (Direct, null); Common Shares — 1,531,804 shares (Direct, null)
Footnotes (1)
  1. On June 7, 2023, the reporting person was granted 375,000 RSUs, vesting in three equal annual installments beginning on the first anniversary of the grant date. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one Common Share of the Issuer or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal to the fair market value of one Common Share. One-third of the RSUs vested on June 8, 2026 and were converted into Common Stock on a one-to-one basis at the Issuer's discretion. The price used to calculate the June 7 RSU vesting was C$0.72, which was the closing price Issuer's Common Shares as reported on the Toronto Stock Exchange on June 8, 2026. The price was converted using the Bank of Canada exchange rate for June 8, 2026 of C$1.3947= US$1.00.
RSUs converted 125,000 shares Restricted Share Units converted into Common Shares on June 8, 2026
Tax-withholding shares 60,586 shares Common Shares disposed of to satisfy tax liability
Post-transaction holdings 1,531,804 shares Common Shares directly owned after June 8, 2026 transactions
US reference price $0.52 per share Transaction price per Common Share for tax-withholding disposition
TSX closing price C$0.72 per share Closing price used to calculate RSU vesting value on June 8, 2026
FX rate C$1.3947 = US$1.00 Bank of Canada exchange rate used for RSU valuation
RSU grant size 375,000 units Restricted Share Units granted on June 7, 2023, vesting over three years
Restricted Share Units financial
"the reporting person was granted 375,000 RSUs, vesting in three equal annual installments"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for 60,586 Common Shares"
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.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for 125,000 RSUs"
exercise or conversion of derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
Bank of Canada exchange rate financial
"converted using the Bank of Canada exchange rate for June 8, 2026 of C$1.3947= US$1.00"
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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*
Urban Benjamin Nicholas
(Last)(First)(Middle)
7303 30 STREET SE
(Street)
CALGARYALBERTA, CANADAT2C1N6
(City)(State)(Zip)
ALBERTA, CANADA
(Country)		2. Issuer Name and Ticker or Trading Symbol
DIRTT ENVIRONMENTAL SOLUTIONS LTD [ DRTTF ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026		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 Shares06/08/2026M125,000A(2)1,531,804D
Common Shares06/08/2026F60,586D$0.52(2)1,471,218D
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)06/08/2026M125,000 (1) (1)Common Shares125,000$00D
Explanation of Responses:
1. On June 7, 2023, the reporting person was granted 375,000 RSUs, vesting in three equal annual installments beginning on the first anniversary of the grant date. Each RSU represents a conditional right to receive a cash payment equal to the fair market value of one Common Share of the Issuer or, at the Issuer's discretion, a number of Common Shares (or a combination of cash and Common Shares) equal to the fair market value of one Common Share. One-third of the RSUs vested on June 8, 2026 and were converted into Common Stock on a one-to-one basis at the Issuer's discretion.
2. The price used to calculate the June 7 RSU vesting was C$0.72, which was the closing price Issuer's Common Shares as reported on the Toronto Stock Exchange on June 8, 2026. The price was converted using the Bank of Canada exchange rate for June 8, 2026 of C$1.3947= US$1.00.
/s/ Fareeha Khan, as attorney-in-fact Benjamin Urban06/10/2026
** 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 transaction did DIRTT (DRTTF) CEO Benjamin Urban report?

Benjamin Urban reported RSU-related equity transactions, including the vesting and conversion of 125,000 Restricted Share Units into Common Shares. A portion of the resulting shares was used to satisfy tax obligations, with the balance added to his direct ownership stake.

Did the DIRTT (DRTTF) CEO buy or sell shares on the open market?

The transactions did not involve an open-market purchase or sale. Shares were issued through RSU vesting and option exercise mechanics, and 60,586 Common Shares were disposed of specifically to cover tax liabilities tied to the vesting event.

How many DIRTT (DRTTF) shares does the CEO hold after these transactions?

After completing the RSU conversion and related tax-withholding disposition, Benjamin Urban directly owned 1,531,804 Common Shares. This figure reflects his position immediately following the reported June 8, 2026 transactions disclosed in the Form 4 filing.

What RSU grant underlies the DIRTT (DRTTF) CEO’s recent Form 4 filing?

The filing references a grant of 375,000 Restricted Share Units awarded on June 7, 2023. These RSUs vest in three equal annual installments, with one-third vesting on June 8, 2026 and converting into 125,000 Common Shares at the issuer’s discretion.

At what price was the DIRTT (DRTTF) RSU vesting calculated?

The RSU vesting was calculated using a price of C$0.72 per Common Share, equal to the June 8, 2026 Toronto Stock Exchange close. This Canadian-dollar price was converted using a Bank of Canada exchange rate of C$1.3947 for each US$1.00.

How many DIRTT (DRTTF) shares were used for tax withholding in this Form 4?

A total of 60,586 Common Shares were disposed of as a tax-withholding transaction. This disposition was coded as an F transaction, indicating payment of tax liability by delivering securities rather than an open-market sale.