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Intuit CEO exercises 26K RSUs; 12K shares withheld

Intuit’s Chairman and CEO exercised performance-based RSUs into common stock, with a portion of the shares withheld by a trust to cover the exercise price or tax obligations.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

INTUIT INC. (INTU) reported that Chairman and CEO Sasan K. Goodarzi settled a performance-based equity award on September 1, 2026. He exercised 26,188.536 performance-based restricted stock units on a 1-for-1 basis into common stock, then received the resulting shares indirectly via the Goodarzi Rev Trust, where he serves as trustee. Of those shares, 12,377.444 were delivered or withheld by the trust at a per-share value of $359.30 to pay the exercise price or tax liability. No Rule 10b5-1 trading plan is reported for these transactions.

Positive

  • None.

Negative

  • None.
Insider Goodarzi Sasan K
Role Chairman and CEO
Type Security Shares Price Value
Exercise Restricted Stock Units (performance-based vesting) F3, F4, F5, F6 26,188.536 $0.00 $0.00
Exercise Common Stock F1 26,188.536 $0.00 $0.00
Exercise Price or Tax Liability Common Stock F2, F1 12,377.444 $359.30 $4.45M
Holdings After Transaction: Restricted Stock Units (performance-based vesting) — 0 contracts (Direct); Common Stock — 31,019.574 shares (Indirect, By Trust)
Footnotes (6)
  1. F1. Shares held in Goodarzi Rev Trust u/a Dtd 5/18/2012 of which reporting person is a trustee.
  2. F2. Fair market value of Intuit Inc. common stock on the trading day immediately preceding the date of reported transaction.
  3. F3. 1-for-1
  4. F4. Represents the outstanding awarded and vested units pursuant to the restricted stock units (performance-based vesting) grant dated 7/28/2022 related to achievement of certain total shareholder return objectives.
  5. F5. Represents release date for vested restricted stock units (performance-based vesting) granted on 7/28/2022.
  6. F6. Restricted stock units (performance-based vesting) do not expire; they either vest or are canceled prior to vesting date.
RSUs Exercised 26,188.536 units Performance-based restricted stock units converted to Intuit common stock on September 1, 2026
Common Shares Acquired by Trust 26,188.536 shares Intuit common stock received indirectly by Goodarzi Rev Trust upon RSU conversion
Shares Delivered/Withheld 12,377.444 shares Common shares delivered or withheld by the trust to pay exercise price or tax liability
Per-Share Fair Market Value $359.30 per share Fair market value of Intuit common stock on the trading day immediately preceding September 1, 2026
Restricted Stock Units (performance-based vesting) financial
"Represents the outstanding awarded and vested units pursuant to the restricted stock units (performance-based vesting)"
total shareholder return financial
"grant dated 7/28/2022 related to achievement of certain total shareholder return objectives"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
Goodarzi Rev Trust u/a Dtd 5/18/2012 financial
"Shares held in Goodarzi Rev Trust u/a Dtd 5/18/2012 of which reporting person is a trustee"

FAQ

What did INTU’s Chairman and CEO report in this Form 4 transaction?

Sasan K. Goodarzi reported exercising 26,188.536 performance-based RSUs into Intuit common stock on September 1, 2026, receiving the shares indirectly through the Goodarzi Rev Trust, with a portion of shares delivered or withheld to cover the exercise price or tax liability.

How many INTU RSUs did Sasan Goodarzi convert to common stock?

Sasan Goodarzi converted 26,188.536 performance-based restricted stock units into an equal number of Intuit common shares on September 1, 2026, on a 1-for-1 basis, following achievement of specified total shareholder return objectives.

How many INTU shares were withheld or delivered to cover costs?

The filing reports that 12,377.444 Intuit common shares held by the Goodarzi Rev Trust were delivered or withheld to pay the exercise price or tax liability, using a per-share value of $359.30, the fair market value on the trading day immediately before the transaction.

Were the reported INTU transactions under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, and no footnote states that these transactions were executed under a Rule 10b5-1 or other pre-arranged trading plan.

Who holds the INTU shares from the exercised RSUs?

The common shares from the exercised RSUs are held indirectly through the Goodarzi Rev Trust u/a Dtd 5/18/2012, of which Sasan K. Goodarzi is a trustee, as disclosed in the ownership footnote.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Goodarzi Sasan K

(Last)(First)(Middle)
C/O INTUIT INC.
2700 COAST AVENUE

(Street)
MOUNTAIN VIEW CALIFORNIA 94043

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
INTUIT INC. [ INTU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
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 Stock09/01/2026M26,188.536A$043,397.018IBy Trust(1)
Common Stock09/01/2026F12,377.444D$359.3(2)31,019.574IBy Trust(1)
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
Restricted Stock Units (performance-based vesting)(3)09/01/2026M26,188.536(4)09/01/2026(5) (6)Common Stock26,188.536$00D
Explanation of Responses:
1. Shares held in Goodarzi Rev Trust u/a Dtd 5/18/2012 of which reporting person is a trustee.
2. Fair market value of Intuit Inc. common stock on the trading day immediately preceding the date of reported transaction.
3. 1-for-1
4. Represents the outstanding awarded and vested units pursuant to the restricted stock units (performance-based vesting) grant dated 7/28/2022 related to achievement of certain total shareholder return objectives.
5. Represents release date for vested restricted stock units (performance-based vesting) granted on 7/28/2022.
6. Restricted stock units (performance-based vesting) do not expire; they either vest or are canceled prior to vesting date.
Remarks:
/s/ Erick Rivero, by power-of-attorney09/03/2026
** 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)