IAC (IAC) CLO Kendall Handler details multi-year RSU vesting and new grant

Rhea-AI Filing Summary

IAC Inc. executive vice president and chief legal officer Kendall Handler reported routine equity compensation activity. On February 6 and 8, 2026, restricted stock units converted into IAC common stock, with portions of the resulting shares withheld at $35.65 per share to cover taxes.

The filing also shows a new award of 123,220 restricted stock units on February 9, 2026, which vest in equal installments on each of February 9, 2027, 2028, and 2029, subject to continued service. Footnotes explain earlier RSU grants with multi-year vesting schedules and note that outstanding unvested RSUs were adjusted after IAC’s March 31, 2025 spin-off of Angi Inc.

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^*

Handler Kendall

(Last) (First) (Middle)

C/O IAC INC.

555 WEST 18TH STREET

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IAC Inc. [ IAC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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 $0.0001(1)	02/06/2026		M		19,388	A	$0	82,285	D
Common Stock, par value $0.0001(2)	02/06/2026		F		9,898	D	$35.65	72,387	D
Common Stock, par value $0.0001(1)	02/06/2026		M		43,042	A	$0	115,429	D
Common Stock, par value $0.0001(2)	02/06/2026		F		22,164	D	$35.65	93,265	D
Common Stock, par value $0.0001(1)	02/08/2026		M		28,568	A	$0	121,833	D
Common Stock, par value $0.0001(2)	02/08/2026		F		14,584	D	$35.65	107,249	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
Restricted Stock Units	$0	02/06/2026		M			19,388	(3)	(3)	Common Stock, par value $0.0001	19,388	$0	38,778(4)	D
Restricted Stock Units	$0	02/06/2026		M			43,042	(5)	(5)	Common Stock, par value $0.0001	43,042	$0	86,085(4)	D
Restricted Stock Units	$0	02/08/2026		M			28,568	(6)	(6)	Common Stock, par value $0.0001	28,568	$0	14,284(4)	D
Restricted Stock Units	$0	02/09/2026		A		123,220		(7)	(7)	Common Stock, par value $0.0001	123,220	$0	123,220	D

Explanation of Responses:

1. Reflects shares of IAC common stock acquired upon the vesting of restricted stock units.

2. Represents shares withheld to cover taxes due in connection with vesting of restricted stock units.

3. Represents restricted stock units that vest in three installments on the second (33%), third (33%) and fourth (33%) anniversaries of February 6, 2024, subject to continued service.

4. On March 31, 2025, IAC completed the spin-off of its ownership in Angi Inc. by means of a special dividend of all of the shares of Class A Common Stock then held by IAC to holders of its common stock and Class B common stock (the "Angi Spin"). The amount of unvested restricted stock units reported on this Form 4 have been adjusted to reflect the Angi Spin.

5. Represents restricted stock units that vest in equal installments on each of February 6, 2026, 2027, and 2028 subject to continued service.

6. Represents restricted stock units that vest in three installments on the first (25%), third (50%) and fourth (25%) anniversaries of February 8, 2023, subject to continued service.

7. Represents restricted stock units that vest in equal installments on each of February 9, 2027, 2028, and 2029 subject to continued service.

Remarks:

	/s/ Kyra Ayo Caros as Attorney-In-Fact for Kendall Handler	02/10/2026
	** 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 IAC (IAC) report for Kendall Handler?

IAC reported that EVP & CLO Kendall Handler had restricted stock units convert into IAC common stock and a portion of the resulting shares withheld for taxes. The filing also discloses a new grant of 123,220 restricted stock units with multi-year service-based vesting.

How many new restricted stock units did Kendall Handler receive at IAC?

Kendall Handler received a new award of 123,220 restricted stock units. These units represent the right to receive the same number of IAC common shares in the future, subject to vesting conditions tied to continued service over several future vesting dates.

When do Kendall Handler’s new IAC restricted stock units vest?

The 123,220 restricted stock units granted to Kendall Handler vest in equal installments on each of February 9, 2027, 2028, and 2029. Vesting is conditioned on continued service, meaning units are delivered as common stock only if employment requirements are met.

Why were some IAC shares withheld in Kendall Handler’s Form 4 filing?

The filing states that certain IAC common shares were withheld to cover taxes due in connection with vesting of restricted stock units. Instead of paying cash, a number of newly delivered shares are retained by the company at a price of $35.65 per share.

How did the Angi spin-off affect Kendall Handler’s IAC restricted stock units?

A footnote explains that IAC completed the Angi Inc. spin-off on March 31, 2025 via a special dividend of Angi shares. The amount of unvested IAC restricted stock units reported for Kendall Handler has been adjusted to reflect this transaction and maintain appropriate economic value alignment.

What other vesting schedules apply to Kendall Handler’s existing IAC RSU grants?

Existing RSU grants vest in multiple installments over several years. One grant vests in three installments on the second, third and fourth anniversaries of February 6, 2024. Another vests on February 6, 2026, 2027 and 2028, and another in three installments tied to anniversaries of February 8, 2023.