iRhythm Holdings (IRTC) EVP sells 1,352 shares for RSU tax withholding

Rhea-AI Filing Summary

iRhythm Holdings, Inc. executive vice president of strategic business operations Mervin Smith reported selling 1,352 shares of common stock on March 2, 2026 in open‑market transactions at prices around $128.44 per share. The filing states the shares were sold to cover tax withholding obligations from vesting restricted stock units, and Smith held 25,612 shares afterward.

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^*

Smith Mervin

(Last) (First) (Middle)

C/O IRHYTHM HOLDINGS, INC.

699 8TH STREET, #600

(Street)

SAN FRANCISCO CA 94103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
iRhythm Holdings, Inc. [ IRTC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Strategic Business Ops

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026	03/02/2026	S		752(1)	D	$128.4383	26,212	D
Common Stock	03/02/2026	03/02/2026	S		600(1)	D	$128.4447	25,612	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

Explanation of Responses:

1. These shares were sold to cover tax withholding and remittance obligations in connection with the vesting of Restricted Stock Units (RSUs).

Remarks:

	/s/ Marc Rosenbaum, attorney-in-fact	03/03/2026
	** 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 transaction did iRhythm Holdings (IRTC) report for Mervin Smith?

Mervin Smith reported selling 1,352 iRhythm Holdings shares. The sales occurred on March 2, 2026, and were used to cover tax withholding obligations from vesting restricted stock units, according to the Form 4 footnote disclosure.

At what prices did Mervin Smith’s March 2, 2026 IRTC stock sales occur?

The reported sales occurred at prices near $128.44 per share. One block of 752 shares was sold at $128.4383, and another 600 shares at $128.4447, reflecting open‑market transactions disclosed in the Form 4 filing.

Why did Mervin Smith sell iRhythm Holdings (IRTC) shares in this Form 4?

The Form 4 states the shares were sold to cover tax withholding obligations. Specifically, the sales were made to satisfy tax withholding and remittance tied to the vesting of restricted stock units granted to Mervin Smith.

How many iRhythm Holdings (IRTC) shares did Mervin Smith hold after the reported sales?

After the March 2, 2026 transactions, Mervin Smith held 25,612 shares. The Form 4 shows sequential reductions in directly owned common stock, ending with that balance following the tax‑related open‑market sales.

What is Mervin Smith’s role at iRhythm Holdings (IRTC) according to the Form 4?

Mervin Smith is identified as an executive officer of iRhythm Holdings. The filing lists his title as Executive Vice President, Strategic Business Operations, and reports these transactions as direct ownership sales of common stock.