Itron (ITRI) SVP sells 11,400 shares under Rule 10b5-1 plan

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Itron, Inc. senior vice president John F. Marcolini sold 11,400 shares of Common Stock in an open-market transaction at $82.99 per share. After the sale, he directly holds 13,289 shares. The trade was executed under a pre-arranged Rule 10(b)5-1 Trading Plan adopted by Mr. Marcolini on February 23, 2026, indicating it was scheduled in advance rather than timed discretionarily.

Insights

Planned sale by Itron SVP under 10b5-1, with shares retained.

The filing shows SVP John F. Marcolini completed an open-market sale of 11,400 Itron common shares at $82.99 per share. Following the transaction, he continues to hold 13,289 shares directly, so this is a partial reduction rather than a full exit.

The footnote states the sale occurred under a Rule 10(b)5-1 trading plan adopted on February 23, 2026. Such plans are established in advance and help separate routine liquidity or diversification from opportunistic timing. This context typically reduces the informational value of the exact sale date for investors.

No derivative positions are listed in the derivative summary, so this transaction reflects activity in already owned common shares rather than an option exercise. Subsequent company filings may provide additional context if future planned trades under the same plan are executed.

Insider Trade Summary 10b5-1

Net Seller: 11,400 shares ($946,086)

Net Sell 1 txn

Insider Marcolini John F.

Role SVP, Networked Solutions

Sold 11,400 shs ($946K)

Type	Security	Shares	Price	Value
Sale	Common Stock	11,400	$82.99	$946K

Holdings After Transaction: Common Stock — 13,289 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares sold: 11,400 shares Sale price: $82.99 per share Shares held after sale: 13,289 shares +1 more

4 metrics

Shares sold 11,400 shares Open-market sale of Itron Common Stock by SVP John F. Marcolini

Sale price $82.99 per share Execution price for the 11,400-share open-market transaction

Shares held after sale 13,289 shares Direct ownership by John F. Marcolini following the reported transaction

Trading plan adoption date February 23, 2026 Date John F. Marcolini adopted Rule 10(b)5-1 Trading Plan

Key Terms

Rule 10(b)5-1 Trading Plan, open-market sale, Common Stock

3 terms

Rule 10(b)5-1 Trading Plan regulatory

"Represents number of shares sold under a Rule 10(b)5-1 Trading Plan adopted by Mr. Marcolini on February 23, 2026."

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.

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.

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Form 4 Insider Transactions: What Each Field Means →

06/04/2026 - 03:29 PM

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^*

Marcolini John F.

(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, Networked Solutions

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/03/2026		S		11,400⁽¹⁾	D	$82.99	13,289	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents number of shares sold under a Rule 10(b)5-1 Trading Plan adopted by Mr. Marcolini on February 23, 2026.

	/s/ Christopher E. Ware, attorney-in-fact	06/04/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Itron (ITRI) report for John F. Marcolini?

Itron reported that SVP John F. Marcolini sold 11,400 shares of Common Stock. The shares were sold in an open-market transaction at $82.99 per share, and he continues to own 13,289 shares directly after the sale.

At what price did the Itron (ITRI) SVP sell his shares?

John F. Marcolini sold his 11,400 Itron shares at $82.99 each. This price reflects the execution level for the open-market transaction reported, providing investors with a clear reference for the size and valuation of the sale.

How many Itron (ITRI) shares does John F. Marcolini hold after the sale?

After selling 11,400 shares, John F. Marcolini directly holds 13,289 Itron shares. This indicates he retained a meaningful equity position in the company following the reported open-market transaction disclosed in the Form 4 filing.

Was the Itron (ITRI) insider sale made under a Rule 10b5-1 plan?

Yes. The filing notes the 11,400-share sale was executed under a Rule 10(b)5-1 Trading Plan. The plan was adopted by John F. Marcolini on February 23, 2026, indicating the transaction was pre-scheduled rather than timed spontaneously.

Who is the insider involved in the latest Itron (ITRI) Form 4 filing?

The insider is John F. Marcolini, Itron’s Senior Vice President of Networked Solutions. He reported an open-market sale of 11,400 Common Stock shares, retaining 13,289 shares directly after the transaction, according to the Form 4 disclosure.