[Form 4] Intuit Inc Insider Trading Activity
Intuit Inc. (INTU) – Form 4 insider transaction
On 07/24/2025, EVP Consumer Group Mark P. Notarainni received three equity awards:
- Non-qualified stock options: 14,726 shares at an exercise price of $781.21; 25% vests 07/24/2026, then 2 1/12 % monthly, fully vested by 07/24/2029; expiration 07/23/2032.
- Time-based RSUs: 4,641 units; 12.5% vests 12/31/2025, then 6.25% on each Apr 1, Jul 1, Oct 1 and Dec 31 until complete.
- Performance RSUs: target 8,923 units (0-200% payout) that vest 09/01/2028 if total-shareholder-return goals are met.
Dividend-equivalent rights accrue in cash on all RSUs. The filing shows no share sales or disposals; all positions were newly granted and are held directly. Post-grant beneficial ownership equals 14,726 options, 4,641 time-based RSUs and 8,923 performance RSUs.
The awards strengthen incentive alignment and represent a potential issuance of up to 28,290 shares—immaterial relative to Intuit’s multi-hundred-million share count.
- Performance-based RSUs tie payout to total shareholder return, aligning management incentives with investors.
- No insider selling; only new grants, signalling commitment to future value creation.
- Potential issuance of up to 28,290 new shares adds marginal dilution.
- High strike price options may lose motivational impact if INTU trades materially lower.
Insights
TL;DR – Routine incentive grants; modest dilution, stronger alignment, limited immediate valuation impact.
The option and RSU awards are standard annual equity incentives for senior leadership. The strike price of $781.21 mirrors the prevailing market, ensuring options carry value only if the stock appreciates further. Time-based RSUs smooth income over four years, while performance RSUs link 0-200 % payout to total shareholder return, encouraging outperformance versus peers. Combined, the grants equate to roughly 0.01 % of outstanding shares—insignificant for valuation but positive for retention. No open-market sales were reported, removing near-term supply pressure. Overall impact on shareholders is neutral to slightly positive.
TL;DR – Grant structure follows best practices; performance metric adds accountability.
The company uses a mix of options, time-based RSUs and TSR-linked performance units, aligning with proxy-adviser guidance on pay-for-performance. Staggered vesting promotes retention, and cash-settled dividend equivalents limit compounding share dilution. The target performance unit count is clear; maximum payout caps at 200 %, limiting windfalls. Given low dilution and transparent terms, governance risk is minimal.