EPAM (EPAM) SVP Rockwell reports RSU grant and tax-withholding share disposition

Rhea-AI Filing Summary

EPAM Systems senior vice president and general counsel Edward Rockwell reported routine equity compensation activity in company stock. On March 15, 2026, he disposed of 576 shares of EPAM common stock at $137.14 per share to satisfy tax withholding obligations tied to vesting restricted stock units.

The same day, he received a grant of 5,947 restricted stock units, which are scheduled to vest in four equal 25% installments on March 15, 2027, 2028, 2029, and 2030. Following these transactions, Rockwell directly holds 15,045.091 shares of EPAM 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^*

Rockwell Edward

(Last) (First) (Middle)

C/O EPAM SYSTEMS, INC.

41 UNIVERSITY DRIVE, SUITE 202

(Street)

NEWTOWN PA 18940

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP/General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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
EPAM Common Stock	03/15/2026		F		81(1)	D	$137.14	9,593.091	D
EPAM Common Stock	03/15/2026		F		120(1)	D	$137.14	9,473.091	D
EPAM Common Stock	03/15/2026		F		120(1)	D	$137.14	9,353.091	D
EPAM Common Stock	03/15/2026		F		255(1)	D	$137.14	9,098.091	D
EPAM Common Stock	03/15/2026		A		5,947(2)	A	$0	15,045.091	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. 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 Long Term Incentive Plan.

2. Represents restricted stock units that are scheduled to vest as to 25% of the shares on each of March 15, 2027, 2028, 2029, and 2030.

Remarks:

	/s/ Kate Pytlewski as Attorney-in-Fact	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did EPAM (EPAM) report for Edward Rockwell?

Edward Rockwell reported tax-withholding share dispositions and a new RSU grant. On March 15, 2026, 576 EPAM shares were withheld for taxes, and he received 5,947 restricted stock units as equity compensation under the company’s Long Term Incentive Plan.

How many EPAM (EPAM) shares were used to cover taxes in this Form 4?

A total of 576 EPAM shares were disposed of for tax withholding. These shares were withheld by the company to satisfy tax obligations arising from the vesting of previously granted restricted stock units, rather than sold in open-market transactions.

What equity award did EPAM (EPAM) grant to Edward Rockwell?

EPAM granted Edward Rockwell 5,947 restricted stock units. These units vest in four equal 25% installments on March 15 of 2027, 2028, 2029, and 2030, aligning his compensation with long-term company performance and continued service.

Are the EPAM (EPAM) tax-withholding transactions open-market sales?

No, the reported dispositions are for tax withholding, not open-market sales. The Form 4 identifies each as a tax-withholding disposition, where shares were withheld by EPAM to cover tax liabilities from restricted stock unit vesting.

How many EPAM (EPAM) shares does Edward Rockwell hold after these transactions?

After the reported transactions, Edward Rockwell directly holds 15,045.091 EPAM shares. This total reflects the net effect of 576 shares withheld for taxes and the new grant of 5,947 restricted stock units reported in the filing.

When will Edward Rockwell’s new EPAM (EPAM) RSUs vest?

The 5,947 EPAM restricted stock units vest in four annual tranches. Vesting is scheduled as to 25% of the shares on each of March 15, 2027, March 15, 2028, March 15, 2029, and March 15, 2030, subject to applicable plan terms.