Intrepid Potash (IPI) CEO reports PSU conversion and tax share withholding

Rhea-AI Filing Summary

Intrepid Potash, Inc. reported insider equity activity by its Chief Executive Officer and director. On 12/02/2025, performance-based restricted stock units (PSUs) earned under an absolute total stockholder return (aTSR) program converted into 932 shares of common stock at an exercise price of $0, reflecting equity compensation earned from PSUs originally granted on December 2, 2024. The filing notes these PSUs are tied to aTSR levels through December 31, 2028 and are reported at the maximum achievement level.

On the same date, 7,241 shares of common stock were withheld by Intrepid Potash to cover tax withholding obligations related to vesting of equity awards at a price of $25.58 per share. Following these transactions, the reporting person beneficially owns 86,446 shares of Intrepid Potash common stock in direct ownership form.

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^*

Crutchfield Kevin S

(Last) (First) (Middle)

707 17TH STREET, SUITE 4200

(Street)

DENVER CO 80202

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Intrepid Potash, Inc. [ IPI ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/02/2025

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	12/02/2025		M		932(1)	A	$0(2)	93,687	D
Common Stock	12/02/2025		F		7,241(3)	D	$25.58	86,446	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
Performance Restricted Stock Unit	(2)	12/02/2025		M			932	(2)	12/31/2028	Common Stock	932	$0.0000	18,643	D

Explanation of Responses:

1. Represents shares earned upon achievement of certain levels of absolute total stockholder return (aTSR) under Performance Restricted Stock Units ("PSUs") originally granted on December 2, 2024. See footnote 2 below.

2. Each PSU represents the contingent right to receive one share of the issue'rs common stock upon the applicable vesting conditions. The PSUs are earned based on certain levels of absolute total stockholder return (aTSR) on or prior to December 31 , 2028. Earned PSUs are subject to additional time-based vesting in three equal installments on the first three anniversaries of the grant date. The PSUs are reported at the maximum level of aTSR achievement.

3. Represents shares withheld by the issuer to cover the tax witholding obligations upon vesting of equity awards.

	/s/ Matthew D. Preston, as attorney-in-fact	12/04/2025
	** 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 Intrepid Potash (IPI) disclose in this Form 4?

The filing reports that the Chief Executive Officer and director of Intrepid Potash, Inc. converted 932 performance restricted stock units into common stock and had 7,241 shares withheld to satisfy tax obligations related to equity award vesting on 12/02/2025.

How many Intrepid Potash (IPI) shares does the reporting person own after the transactions?

After the reported transactions, the reporting person directly and beneficially owns 86,446 shares of Intrepid Potash, Inc. common stock.

What are the terms of the Intrepid Potash (IPI) performance restricted stock units (PSUs)?

Each PSU represents the right to receive one share of Intrepid Potash common stock upon vesting. The PSUs are earned based on achieving certain levels of absolute total stockholder return (aTSR) on or before December 31, 2028, and any earned PSUs then vest in three equal annual installments on the first three anniversaries of the grant date.

Why were 7,241 Intrepid Potash (IPI) shares disposed of in this Form 4?

The 7,241 shares of Intrepid Potash common stock shown as disposed of were withheld by the issuer to cover the reporting person’s tax withholding obligations arising from the vesting of equity awards.

What transaction codes are used in this Intrepid Potash (IPI) Form 4 and what do they represent?

The Form 4 uses transaction code M to indicate the exercise or conversion of derivative securities (the PSUs into 932 common shares) and code F to indicate the payment of tax liability by withholding securities, representing the 7,241 shares withheld to satisfy taxes.

What role does the reporting person hold at Intrepid Potash (IPI)?

The reporting person is both a Director and an Officer of Intrepid Potash, Inc., serving as the company’s Chief Executive Officer.