DXC CFO reports tax-withholding share dispositions

DXC Technology EVP and CFO Robert F. Del Bene reported tax-withholding share dispositions related to vesting equity awards.

Rhea-AI Filing Summary

DXC Technology EVP and CFO Robert F. Del Bene reported tax-withholding share dispositions related to vesting equity awards. On May 15, 2026, a total of 69,901 shares of common stock were withheld at $8.94 per share to satisfy tax liabilities from 64,604 FY2024 performance-vesting restricted stock units that settled and 61,797 restricted stock units that vested the same day.

These are not open-market sales but automatic share withholdings for taxes. After the transactions, Del Bene’s reported direct holdings were 362,255 shares and 328,081 shares of common stock, and this amount includes unvested RSUs.

Insider Trade Summary

Exercise Price or Tax Liability: 69,901 shares

Exercise Price or Tax Liability 2 txns

Insider Del Bene Robert F

Role EVP, Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	35,727	$8.94	$319K
Exercise Price or Tax Liability	Common Stock	34,174	$8.94	$306K

Holdings After Transaction: Common Stock — 328,081 shares (Direct)

Footnotes (3)

1. F1. Shares withheld to satisfy tax liabilities arising from 64,604 FY2024 performance-vesting restricted stock units that settled on May 15, 2026.
2. F2. Amount reported includes unvested RSUs.
3. F3. Shares withheld to satisfy tax liabilities arising from 61,797 restricted stock units (RSUs) that vested on May 15, 2026.

Key Figures

Tax-withheld shares: 69,901 shares Price per share: $8.94 per share Performance-vesting RSUs settled: 64,604 units +3 more

6 metrics

Tax-withheld shares 69,901 shares Shares withheld to satisfy tax liabilities on May 15, 2026

Price per share $8.94 per share Value used for tax-withholding dispositions

Performance-vesting RSUs settled 64,604 units FY2024 performance-vesting RSUs that settled on May 15, 2026

RSUs vested 61,797 units Restricted stock units that vested on May 15, 2026

Direct holdings after transaction 362,255 shares Reported direct common stock holdings following one transaction

Direct holdings after transaction 328,081 shares Reported direct common stock holdings following another transaction

Key Terms

performance-vesting restricted stock units, restricted stock units (RSUs), tax-withholding disposition, unvested RSUs

4 terms

performance-vesting restricted stock units financial

"64,604 FY2024 performance-vesting restricted stock units that settled on May 15, 2026"

Performance-vesting restricted stock units are a form of employee pay where future company shares are granted only if the business meets specific targets, such as revenue, profit, or stock-price goals. Think of them as a bonus you earn only when certain milestones are hit; for investors they matter because they can increase the number of shares outstanding if goals are met and they reveal how management is being motivated to hit particular financial or operational objectives.

restricted stock units (RSUs) financial

"61,797 restricted stock units (RSUs) that vested on May 15, 2026"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

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.

unvested RSUs financial

"Amount reported includes unvested RSUs."

FAQ

What insider transaction did DXC (DXC) CFO Robert Del Bene report?

DXC CFO Robert Del Bene reported share dispositions for tax withholding. A total of 69,901 DXC common shares were withheld on May 15, 2026 to cover tax liabilities from vested and settled restricted stock units.

Were Robert Del Bene’s DXC share transactions open-market sales?

No, the reported DXC share movements were not open-market sales. They were tax-withholding dispositions, where 69,901 shares were delivered back to cover tax liabilities from vesting and settling restricted stock units.

How many DXC shares were withheld for Robert Del Bene’s tax obligations?

A total of 69,901 DXC common shares were withheld to satisfy tax liabilities. These arose from 64,604 FY2024 performance-vesting restricted stock units and 61,797 restricted stock units that vested or settled on May 15, 2026.

What DXC equity awards triggered Robert Del Bene’s tax-withholding transactions?

The tax-withholding transactions were triggered by two DXC equity events. First, 64,604 FY2024 performance-vesting restricted stock units settled; second, 61,797 restricted stock units vested, both on May 15, 2026, creating related tax liabilities.

How many DXC shares does Robert Del Bene hold after the reported transactions?

After the tax-withholding dispositions, Robert Del Bene’s reported direct DXC holdings were 362,255 and 328,081 common shares. The filing notes that the reported amount includes unvested restricted stock units, reflecting both vested and unvested equity positions.

What price was used for Robert Del Bene’s DXC tax-withholding share dispositions?

The tax-withholding share dispositions were reported at a price of $8.94 per DXC common share. This price applied to the 69,901 shares delivered to satisfy tax liabilities associated with the vesting and settlement of restricted stock unit awards.

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Accepted by SEC EDGAR 05/19/2026 - 05:54 PM Learn about SEC filing dates

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^*

Del Bene Robert F

(Last) (First) (Middle)

20408 BASHAN DRIVE, SUITE 231

(Street)

ASHBURN VIRGINIA 20147

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DXC Technology Co [ DXC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/15/2026		F		35,727(1)	D	$8.94	362,255(2)	D
Common Stock	05/15/2026		F		34,174(3)	D	$8.94	328,081(2)	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. Shares withheld to satisfy tax liabilities arising from 64,604 FY2024 performance-vesting restricted stock units that settled on May 15, 2026.

2. Amount reported includes unvested RSUs.

3. Shares withheld to satisfy tax liabilities arising from 61,797 restricted stock units (RSUs) that vested on May 15, 2026.

Remarks:

	Matt Fawcett, Attorney-in-Fact	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)