STOCK TITAN

Hexcel (NYSE: HXL) director exercises options and withholds shares for tax

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hexcel Corp director Nick L. Stanage reported routine equity compensation activity. He exercised non-qualified stock options covering 50,121 shares of Common Stock at $68.15 per share through a derivative exercise. In a related move, 41,932 Common Stock shares were disposed of at $95.85 per share to satisfy tax obligations through a tax-withholding disposition.

Positive

  • None.

Negative

  • None.
Insider Stanage Nick L
Role null
Type Security Shares Price Value
Exercise Non-Qualified Stock Options 50,121 $0.00 --
Exercise Common Stock 50,121 $68.15 $3.42M
Tax Withholding Common Stock 41,932 $95.85 $4.02M
Holdings After Transaction: Non-Qualified Stock Options — 0 shares (Direct, null); Common Stock — 522,146 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Options exercised 50,121 shares Non-qualified stock options into Common Stock at $68.15 per share
Option exercise price $68.15 per share Conversion or exercise price for 50,121 non-qualified stock options
Tax-withholding shares 41,932 shares Common Stock delivered in tax-withholding disposition at $95.85 per share
Tax-withholding price $95.85 per share Value used for 41,932-share tax-withholding disposition in Common Stock
Options grant date January 29, 2019 Grant date of non-qualified stock options that vest over three years
Options expiration January 29, 2028 Expiration date of the exercised non-qualified stock options
Non-Qualified Stock Options financial
"security_title: "Non-Qualified Stock Options" tied to 50,121 shares"
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for 41,932 shares"
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.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for the options"
exercise or conversion of derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
SEC Form 4
FORM 4UNITED 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*
Stanage Nick L

(Last)(First)(Middle)
C/O HEXCEL CORPORATION
281 TRESSER BLVD.

(Street)
STAMFORD CONNECTICUT 06901

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HEXCEL CORP /DE/ [ HXL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/06/2026M50,121A$68.15522,146D
Common Stock05/06/2026F41,932D$95.85480,214D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Options$68.1505/06/2026M50,12101/29/2019(1)01/29/2028Common Stock50,121$00D
Explanation of Responses:
1. The non-qualified stock options vest in equal increments on the first three anniversaries of the grant date.
/s/Heather M. DeGregorio, as attorney-in-fact for Nick L. Stanage05/06/2026
** Signature of Reporting PersonDate
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)

FAQ

What did Hexcel (HXL) director Nick L. Stanage report in this Form 4?

Nick L. Stanage reported exercising non-qualified stock options into 50,121 shares of Hexcel Common Stock and a related tax-withholding disposition of 41,932 shares. These actions reflect routine handling of equity compensation rather than open-market buying or selling of shares.

How many Hexcel (HXL) options did Nick L. Stanage exercise?

He exercised non-qualified stock options for 50,121 underlying shares of Hexcel Common Stock. The options had a conversion or exercise price of $68.15 per share and were originally granted on January 29, 2019, with an expiration date of January 29, 2028.

What was the purpose of the 41,932-share disposition reported for Hexcel (HXL)?

The 41,932-share disposition was a tax-withholding transaction, not an open-market sale. Shares of Hexcel Common Stock were delivered at $95.85 per share to cover tax liabilities associated with the equity compensation event reported in the filing.

Are the Hexcel (HXL) transactions considered open-market trades?

The transactions are not open-market trades. The Form 4 identifies a derivative exercise of non-qualified stock options and a tax-withholding disposition. Both are internal equity compensation mechanics rather than discretionary buying or selling on the open market.

What type of derivative security did Nick L. Stanage hold in Hexcel (HXL)?

He held non-qualified stock options that were exercisable into 50,121 shares of Hexcel Common Stock at $68.15 per share. These options vested in three equal annual installments beginning on the first anniversary of the January 29, 2019 grant date.