FA Form 4: President's RSUs Vest, Shares Sold Under 10b5-1 at $15.70 Avg
Rhea-AI Filing Summary
Joelle M. Smith, President and officer of First Advantage Corp (FA), reported multiple transactions on 09/16/2025 and 09/17/2025. On 09/16/2025 she was credited with 16,497 restricted stock units (RSUs) that vest beginning 09/16/2025 and will settle in shares, cash, or a combination. That same day 6,597 shares were withheld to cover tax obligations related to RSU vesting, leaving her with 52,627 shares beneficially owned. On 09/17/2025 she sold 9,900 shares under a Rule 10b5-1 plan at a weighted average price of $15.7038, reducing her holdings to 42,727 shares. The Form 4 was signed by an attorney-in-fact on 09/18/2025.
Positive
- RSU grant and vesting disclosed, showing compensation alignment with service (16,497 RSUs vesting beginning 09/16/2025).
- Use of a Rule 10b5-1 plan (adopted 02/28/2025) for sales indicates pre-planned, rule-compliant disposition of shares.
- Tax withholding executed via share withholding (6,597 shares) to satisfy obligations associated with RSU vesting.
Negative
- Net reduction in beneficial ownership from 59,224 to 42,727 shares following withholding and sales.
- Sale price concentration shows shares sold at prices between $15.450 and $15.850 with weighted average $15.7038, which may be below prior higher price points if any exist (price context not provided).
Insights
TL;DR: Officer received vested RSUs, used shares for tax withholding, and executed planned sales under a 10b5-1 program, modestly reducing ownership.
The filing shows nondiscretionary compensation settlement and routine tax withholding rather than an open-market sale driven by unexpected events. The sale under a pre-established Rule 10b5-1 plan suggests the transaction was pre-planned and not necessarily a signal of changed company outlook. The weighted average sale price of $15.7038 and the size of the sale (9,900 shares) lowered beneficial ownership to 42,727 shares; the remaining holdings include shares expected from RSU settlement options.
TL;DR: Compensation-related vesting and tax withholding predominated; governance appears compliant with disclosure norms.
The Form 4 discloses RSU vesting mechanics and tax-withholding shares, plus sales executed via a Rule 10b5-1 plan adopted 02/28/2025. Documentation of withholding and the plan date enhances transparency. No changes in officer status or indications of accelerated or extraordinary transactions are reported. This is a routine insider reporting of compensation settlement and planned disposition.