GE HealthCare (GEHC) CEO nets PSU shares, withholds stock for taxes

Rhea-AI Filing Summary

GE HealthCare Technologies Inc. CEO Philip Rackliffe reported equity transactions tied to performance stock units (PSUs). On February 12, 2026, 3,154 shares of common stock were acquired at $0 per share upon PSU vesting after performance criteria were certified.

To cover related tax obligations, 1,174 shares were disposed of through a tax-withholding transaction at $79.2 per share. Following these transactions, Rackliffe directly owned 17,373 shares of GE HealthCare 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^*

Rackliffe Philip

(Last) (First) (Middle)

500 W. MONROE STREET

(Street)

CHICAGO IL 60661

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GE HealthCare Technologies Inc. [ GEHC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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
Common Stock, par value $0.01 per share	02/12/2026		A		3,154(1)	A	$0	18,547	D
Common Stock, par value $0.01 per share	02/12/2026		F		1,174(2)	D	$79.2	17,373	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. Performance stock units ("PSUs") granted on March 1, 2023, by GE HealthCare Technologies Inc. ("GE HealthCare"). Each PSU represented the right to receive one share of GE HealthCare common stock. The applicable performance criteria were satisfied and certified by GE HealthCare's Talent, Culture, and Compensation Committee and the PSUs vested on February 12, 2026.

2. Withholding of shares of GE HealthCare common stock to satisfy tax withholding obligations in connection with the vesting of PSUs.

Remarks:

	/s/ Frank R. Jimenez, General Counsel and Corporate Secretary, as attorney-in-fact	02/17/2026
	** 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 transaction did GEHC CEO Philip Rackliffe report?

Philip Rackliffe reported PSU-related equity transactions, including acquiring 3,154 GE HealthCare shares at no cost. These shares came from performance stock units that vested after performance criteria were certified on February 12, 2026, increasing and then partially reducing his direct holdings through tax withholding.

How many GEHC shares did the CEO acquire through PSU vesting?

The CEO acquired 3,154 GE HealthCare common shares through the vesting of performance stock units. Each PSU converted into one share after the Talent, Culture, and Compensation Committee certified the performance results, resulting in an equity award without a cash purchase price for the CEO.

Why were some GEHC shares disposed of in this Form 4 filing?

The disposition of 1,174 GE HealthCare shares was a tax-withholding transaction. Shares were withheld at $79.2 per share to satisfy tax obligations arising from the PSU vesting, rather than representing an open-market sale initiated independently by the CEO.

What is Philip Rackliffe’s GEHC share ownership after these transactions?

After the PSU vesting and related tax withholding, Philip Rackliffe directly owned 17,373 GE HealthCare common shares. This figure reflects the net position following the 3,154-share acquisition from vested PSUs and the 1,174-share disposition for tax obligations on February 12, 2026.

What were the terms of the GEHC performance stock units reported?

The performance stock units were granted on March 1, 2023, each representing one share of GE HealthCare common stock. They vested on February 12, 2026 after performance criteria were satisfied and certified by the company’s Talent, Culture, and Compensation Committee, resulting in share delivery to the CEO.

Does the GEHC CEO’s Form 4 indicate an open-market stock sale?

The Form 4 does not show an open-market sale; it shows a tax-withholding disposition. Shares were withheld at $79.2 per share solely to cover tax liabilities from PSU vesting, a common administrative mechanism rather than a discretionary sale into the market.