EPAM director reports stock grant and tax withholding

EPAM Systems director Roman Eugene reported routine equity compensation activity.

Accepted by SEC EDGAR 05/22/2026 - 09:20 AM EDT

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Form Type

Rhea-AI Filing Summary

EPAM Systems director Roman Eugene reported routine equity compensation activity. He received a grant of 2,132 restricted stock units under the EPAM Non-Employee Director Compensation Policy, which will vest on the first anniversary of the grant date. When previously granted restricted stock units vested, 673 shares of EPAM common stock were withheld by the company to satisfy related tax obligations, rather than sold on the open market. After these transactions, Eugene directly holds 3,867 shares of EPAM common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Roman Eugene

Role Director

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	EPAM Common Stock	673	$103.19	$69K
Grant/Award	EPAM Common Stock	2,132	$0.00	$0.00

Holdings After Transaction: EPAM Common Stock — 3,867 shares (Direct)

Holdings Before and After: EPAM Common Stock, 2,408 to 3,867 shares (Direct)

Footnotes (2)

F1. Represents restricted stock units awarded pursuant to the EPAM Systems, Inc. Non-Employee Director Compensation Policy. These restricted stock units will vest on the first anniversary of the grant date.
F2. These shares were withheld by the Issuer to satisfy the tax withholding requirement arising from the vesting of restricted stock units granted to the reporting person under the Issuer's Non-Employee Directors Compensation Plan.

Key Figures

RSU grant: 2,132 units Shares withheld for taxes: 673 shares Holdings after grant: 4,540 shares +2 more

5 metrics

RSU grant 2,132 units Restricted stock units granted to director on grant date

Shares withheld for taxes 673 shares Shares withheld upon RSU vesting to satisfy tax obligations

Holdings after grant 4,540 shares Director’s EPAM common stock position after RSU grant

Holdings after tax withholding 3,867 shares Director’s EPAM common stock position after shares withheld for taxes

Tax withholding price $103.19 per share Value per share for 673 shares withheld to cover taxes

Key Terms

restricted stock units, Non-Employee Director Compensation Policy, tax withholding requirement, grant, award, or other acquisition, +1 more

5 terms

restricted stock units financial

"Represents restricted stock units awarded pursuant to the EPAM Systems, Inc. Non-Employee Director Compensation Policy."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Non-Employee Director Compensation Policy financial

"Represents restricted stock units awarded pursuant to the EPAM Systems, Inc. Non-Employee Director Compensation Policy."

tax withholding requirement financial

"These shares were withheld by the Issuer to satisfy the tax withholding requirement arising from the vesting of restricted stock units."

grant, award, or other acquisition financial

"Transaction code A described as Grant, award, or other acquisition of EPAM Common Stock."

payment of exercise price or tax liability by delivering securities financial

"Transaction code F described as Payment of exercise price or tax liability by delivering securities."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did EPAM (EPAM) director Roman Eugene report?

Roman Eugene reported a grant of 2,132 restricted stock units and the withholding of 673 EPAM shares for taxes. These entries reflect routine director compensation and tax settlement, not open-market buying or selling of EPAM common stock.

Was the EPAM (EPAM) Form 4 transaction a stock sale by Roman Eugene?

No, the 673 EPAM shares were withheld to cover tax obligations on vested restricted stock units. This tax-withholding disposition is not an open-market sale and reflects standard treatment of equity compensation for non-employee directors.

How many EPAM (EPAM) restricted stock units were granted to Roman Eugene?

Roman Eugene received 2,132 restricted stock units under EPAM’s Non-Employee Director Compensation Policy. According to the filing, these units will vest on the first anniversary of the grant date, providing him with additional EPAM common stock if he remains in service.

When do Roman Eugene’s new EPAM (EPAM) restricted stock units vest?

The newly granted 2,132 restricted stock units vest on the first anniversary of the grant date. This one-year vesting schedule is specified in the EPAM Systems Non-Employee Director Compensation Policy referenced in the Form 4 footnotes.

How many EPAM (EPAM) shares does Roman Eugene hold after these transactions?

Following the restricted stock unit grant and the tax-withholding share disposition, Roman Eugene directly holds 3,867 shares of EPAM common stock. This figure reflects his post-transaction holdings as reported in the Form 4 filing’s ownership columns.

What does the tax-withholding disposition in EPAM (EPAM) director’s Form 4 mean?

The tax-withholding disposition represents 673 EPAM shares withheld by the company to pay taxes due when restricted stock units vested. This is a non-market transaction commonly used to cover tax liabilities on equity-based compensation awards.

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Form 4 Insider Transactions: What Each Field Means →

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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^*

Roman Eugene

(Last)

(First)

(Middle)

C/O EPAM SYSTEMS, INC.

41 UNIVERSITY DRIVE, SUITE 202

(Street)

NEWTOWN

PENNSYLVANIA

18940

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
EPAM Systems, Inc. [ EPAM ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
EPAM Common Stock	05/21/2026		A		2,132⁽¹⁾	A	$0	4,540	D
EPAM Common Stock	05/22/2026		F		673⁽²⁾	D	$103.19	3,867	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents restricted stock units awarded pursuant to the EPAM Systems, Inc. Non-Employee Director Compensation Policy. These restricted stock units will vest on the first anniversary of the grant date.

2. These shares were withheld by the Issuer to satisfy the tax withholding requirement arising from the vesting of restricted stock units granted to the reporting person under the Issuer's Non-Employee Directors Compensation Plan.

Remarks:

	/s/ Kate Pytlewski as Attorney-in-Fact	05/22/2026
	** 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)

Source: View Original Filing on SEC EDGAR