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Itron (ITRI) SVP’s 277-share tax sale leaves 29,674 shares held

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Itron, Inc. senior vice president Donald L. Reeves III reported a small share disposition tied to equity compensation. On this Form 4, 277 shares of common stock were automatically sold to cover tax withholding obligations when a restricted stock unit award vested, according to the footnote.

These tax-related shares were priced at about $79.60 each. After this routine withholding transaction, Reeves directly holds 29,674 shares of Itron common stock, indicating he retains a substantial equity stake despite the small reduction.

Positive

  • None.

Negative

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Insider Reeves Donald L. III
Role SVP, Outcomes
Sold 277 shs ($22K)
Type Security Shares Price Value
Sale Common Stock 277 $79.5976 $22K
Holdings After Transaction: Common Stock — 29,674 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares sold for tax withholding 277 shares Automatic sale to cover tax obligations on RSU vesting
Sale price per share $79.5976 per share Price for 277 shares sold on 2026-05-20
Shares held after transaction 29,674 shares Direct Itron common stock ownership after tax-related sale
Net shares sold 277 shares Net sell direction according to transaction summary
restricted stock unit financial
"vesting of a restricted stock unit award"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
tax withholding obligations financial
"sold to cover tax withholding obligations associated with the vesting"
open-market sale financial
"transaction_action": "open-market sale""
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Form 4 regulatory
"On this Form 4, 277 shares of common stock were automatically sold"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Form 4 Insider Transactions: What Each Field Means →
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*
Reeves Donald L. III
(Last)(First)(Middle)
2111 N. MOLTER ROAD
(Street)
LIBERTY LAKE WASHINGTON 99019
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ITRON, INC. [ ITRI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Outcomes
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026		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 Stock05/20/2026S277(1)D$79.597629,674D
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
Explanation of Responses:
1. Represents shares automatically sold to cover tax withholding obligations associated with the vesting of a restricted stock unit award.
/s/ Christopher E. Ware, attorney-in-fact05/21/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Itron (ITRI) report for Donald L. Reeves III?

Itron reported that SVP Donald L. Reeves III had 277 shares automatically sold. The filing states this sale covered tax withholding obligations from a vesting restricted stock unit award, rather than a discretionary open-market sale.

How many Itron (ITRI) shares were involved in Donald L. Reeves III’s latest Form 4?

The Form 4 shows 277 shares of Itron common stock were sold. A footnote explains these shares were automatically disposed of to satisfy tax withholding obligations related to the vesting of a restricted stock unit award.

At what price were Donald L. Reeves III’s Itron (ITRI) shares sold in this transaction?

The reported transaction price was about $79.60 per Itron share. This price applied to the 277 shares automatically sold to cover tax withholding obligations when a restricted stock unit award vested for the executive.

Was Donald L. Reeves III’s Itron (ITRI) share sale an open-market decision?

The transaction is coded as a sale, but a footnote clarifies it was automatic. The 277 shares were sold solely to cover tax withholding obligations from a restricted stock unit vesting, not a discretionary open-market trade.