Itron SVP Ware sells 195 shares for taxes

Rhea-AI Filing Summary

ITRON, INC. (ITRI) reported an insider transaction by Christopher E. Ware, SVP, General Counsel and Corporate Secretary. On 2026-08-20, Ware had 195 shares of common stock sold at $97.8259 per share, as shares automatically sold to cover tax withholding on a vesting restricted stock unit award. Following this transaction, he directly held 30,116 shares of Itron common stock.

Insider Trade Summary

Net Seller: 195 shares

Net Sell 1 txn

Insider Ware Christopher E.

Role SVP, GC & Corp. Secretary

Sold 195 shs ($19K)

Type	Security	Shares	Price	Value
Sale	Common Stock F1	195	$97.8259	$19K

Holdings After Transaction: Common Stock — 30,116 shares (Direct)

Footnotes (1)

1. F1. Represents shares automatically sold to cover tax withholding obligations associated with the vesting of a restricted stock unit award.

Key Figures

Shares sold: 195 shares of Common Stock Sale price per share: $97.8259 per share Shares owned after transaction: 30,116 shares of Common Stock

3 metrics

Shares sold 195 shares of Common Stock Sale on 2026-08-20 to cover tax withholding

Sale price per share $97.8259 per share Open-market or private transaction on 2026-08-20

Shares owned after transaction 30,116 shares of Common Stock Direct ownership following the 2026-08-20 sale

Key Terms

restricted stock unit award, tax withholding obligations, Common Stock

3 terms

restricted stock unit award financial

"vesting of a restricted stock unit award"

A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.

tax withholding obligations financial

"sold to cover tax withholding obligations associated with the vesting"

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

Who from ITRI reported a transaction in this Form 4?

The reporting person is Christopher E. Ware, who serves as SVP, General Counsel & Corporate Secretary of ITRON, INC.

What type of transaction did Christopher E. Ware report for ITRI stock?

Christopher E. Ware reported a sale of common stock classified as code S, which the filing states represents shares automatically sold to cover tax withholding obligations from a vesting restricted stock unit award.

How many ITRI shares were sold in this insider transaction?

The filing reports that 195 shares of ITRON, INC. common stock were sold on 2026-08-20 in connection with tax withholding on a vesting restricted stock unit award.

At what price were the ITRI shares sold in this Form 4 filing?

The reported sale price was $97.8259 per share for the 195 shares of ITRON, INC. common stock sold on 2026-08-20.

How many ITRI shares does Christopher E. Ware hold after this reported transaction?

After the reported sale, Christopher E. Ware directly held 30,116 shares of ITRON, INC. common stock, according to the Form 4.

Why were the ITRI shares sold according to the Form 4 footnote?

The footnote explains the 195 shares of ITRON, INC. common stock were automatically sold to cover tax withholding obligations related to the vesting of a restricted stock unit award.

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Available on EDGAR 08/24/2026 - 10:59 AM Accepted by SEC EDGAR 08/24/2026 - 10:58 AM Learn about SEC filing dates

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

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^*

Ware Christopher E.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, GC & Corp. Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/20/2026		S		195(1)	D	$97.8259	30,116	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. Represents shares automatically sold to cover tax withholding obligations associated with the vesting of a restricted stock unit award.

	/s/ Christopher E. Ware	08/24/2026
	** Signature of Reporting Person	Date
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)