Stock award gives Itron (NASDAQ: ITRI) VP 1,807 new shares

Rhea-AI Filing Summary

Itron, Inc. reported that VP, Corporate Controller & CAO David Marshall Wright acquired 1,807 shares of common stock as a stock award on February 18, 2026. The award was granted at $0.00 per share and is subject to time-based vesting. One-third of the award vests on the first anniversary of the grant date, and the remaining two-thirds vest in equal quarterly installments over the following 24 months. After this grant, Wright directly holds 9,388 shares of Itron common stock.

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^*

Wright David Marshall

(Last) (First) (Middle)

2111 N. MOLTER ROAD

(Street)

LIBERTY LAKE WA 99019

(City) (State) (Zip)

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)
	VP, Corp. Controller & CAO

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		1,807(1)	A	$0	9,388	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. One-third of this award vests on the first-year anniversary of the date of grant, and the remaining two-thirds of the?award will vest?in equal?quarterly?installments?over 24 months thereafter.

	/s/ Christopher E. Ware, attorney-in-fact	02/20/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Itron (ITRI) report for David Marshall Wright?

Itron reported that David Marshall Wright received a stock award of 1,807 shares of common stock. The award was granted on February 18, 2026 at a price of $0.00 per share and is subject to a multi-year vesting schedule.

How many Itron (ITRI) shares were granted in this Form 4 filing?

The Form 4 shows a grant of 1,807 shares of Itron common stock. These shares were awarded as a stock grant at no cash cost per share, with vesting occurring over roughly three years according to the disclosed schedule.

What is the vesting schedule for David Marshall Wright’s Itron (ITRI) stock award?

The vesting schedule states that one-third of the 1,807-share award vests on the first anniversary of the grant date. The remaining two-thirds will vest in equal quarterly installments over the following 24 months, making it a time-based, multi-year incentive.

What is David Marshall Wright’s role at Itron (ITRI) in this Form 4?

In this Form 4, David Marshall Wright is identified as an officer of Itron serving as VP, Corporate Controller & Chief Accounting Officer. The reported transaction reflects an equity award tied to his executive position at the company.

How many Itron (ITRI) shares does David Marshall Wright own after this grant?

After the 1,807-share stock award, David Marshall Wright directly holds a total of 9,388 shares of Itron common stock. This figure reflects his ownership immediately following the reported grant transaction on February 18, 2026.

Was the Itron (ITRI) transaction an open-market purchase or a stock award?

The transaction was a stock award, not an open-market purchase. The 1,807 Itron shares were acquired at a price of $0.00 per share as a grant, subject to a defined vesting schedule over approximately three years.