Lands' End executive mixes RSU awards and share sale
LANDS' END, INC. executive Peter L. Gray reported multiple equity compensation transactions and a share sale.
Rhea-AI Filing Summary
LANDS' END, INC. executive Peter L. Gray reported multiple equity compensation transactions and a share sale. He exercised 6,565 Restricted Stock Units into common stock and received a new grant of 17,400 RSUs, both at a stated price of $0.00 per unit as compensation.
Gray also sold 11,454 shares of common stock at $45.00 per share pursuant to a tender offer by LEWHP, LLC, and had 3,233 and 8,568 shares withheld to cover tax obligations on RSU vesting at a value of $11.56 per share. After these transactions, he directly holds 151,443 shares of common stock and 105,310 RSUs, reflecting a mix of routine compensation-related activity and participation in the tender offer.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
7 txns
Insider
GRAY PETER L
Role
PRES LE Licensing, CAO & GC
Sold
11,454 shs ($515K)
Approx. gross sale proceeds
$515K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 6,565 | $0.00 | $0.00 |
| Grant/Award | Restricted Stock Units | 17,400 | $0.00 | $0.00 |
| Sale | Common Stock | 11,454 | $45.00 | $515K |
| Exercise | Common Stock | 6,565 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 3,233 | $11.56 | $37K |
| Grant/Award | Common Stock | 17,400 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 8,568 | $11.56 | $99K |
Holdings After Transaction:
Restricted Stock Units — 105,310 contracts (Direct);
Common Stock — 151,443 shares (Direct)
Footnotes (7)
- F1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock upon satisfaction of the vesting conditions.
- F2. Shares withheld by the issuer to satisfy reporting person's tax withholding obligation incurred in connection with the vesting of RSUs.
- F3. Shares sold pursuant to the tender offer by LEWHP, LLC, a wholly owned indirect subsidiary of WH Topco, L.P., to purchase up to 2,222,222 of the outstanding shares of common stock of the Registrant, in exchange for $45.00 per share in cash, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated February 26, 2026 (as amended), and the related Letter of Transmittal.
- F4. Shares issued upon the April 1, 2026 closing (the "Closing") of the Membership Interest Purchase Agreement by and among the Registrant, Lands' End Direct Merchants, Inc., WH Borrower, LLC, WH Topco, L.P., and LEWHP LLC, dated January 26, 2026, pursuant to the performance-based RSUs awarded on April 4, 2025, as modified March 5, 2026 (the "Retention Award"). Pursuant to the terms of the Retention Award, fifty percent (50%) of the Retention Award vested upon the Closing, twenty-five percent (25%) will vest upon the one-year anniversary of the Closing and twenty-five percent (25%) will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
- F5. This RSU award was granted on April 1, 2024, with vesting in three installments on April 1, 2025 (25%), April 1, 2026 (25%) and April 1, 2027 (50%).
- F6. Pursuant to the terms of the Retention Award 8,700 shares will vest on April 1, 2027 and 8,700 shares will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
- F7. Of the total number of RSUs, 21,736 shares will vest on June 14, 2026; 13,130 shares will vest on April 1, 2027; 6,822 shares will vest on March 24, 2027 and 13,645 shares will vest on March 24, 2028; 8,144 shares will vest on March 23, 2027, 8,144 shares will vest on March 23, 2028 and 16,289 shares will vest on March 23, 2029; and 8,700 shares will vest on April 1, 2027 and 8,700 shares will vest on December 31, 2027, subject in each case to the satisfaction of vesting conditions, including maintaining a continuous business relationship through the applicable vesting date.
Key Figures
Tender offer sale: 11,454 shares at $45.00
RSUs exercised: 6,565 RSUs
New RSU grant: 17,400 RSUs
+3 more
6 metrics
Tender offer sale
11,454 shares at $45.00
Common Stock sold via tender offer on April 1, 2026
RSUs exercised
6,565 RSUs
Restricted Stock Units converted into Common Stock on April 1, 2026
New RSU grant
17,400 RSUs
Grant or award of RSUs on April 1, 2026
Tax withholding shares
11,801 shares at $11.56
Shares withheld to satisfy tax obligations on RSU vesting
Common stock holdings
151,443 shares
Direct Common Stock held after transactions
RSU holdings
105,310 RSUs
Total Restricted Stock Units held after transactions
Key Terms
Restricted Stock Units, tender offer, tax withholding obligation, Membership Interest Purchase Agreement, +1 more
5 terms
Restricted Stock Units financial
"Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tender offer financial
"Shares sold pursuant to the tender offer by LEWHP, LLC, a wholly owned indirect subsidiary of WH Topco, L.P."
A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.
tax withholding obligation financial
"Shares withheld by the issuer to satisfy reporting person's tax withholding obligation incurred in connection with the vesting of RSUs."
Membership Interest Purchase Agreement financial
"closing of the Membership Interest Purchase Agreement by and among the Registrant, Lands' End Direct Merchants, Inc., WH Borrower, LLC, WH Topco, L.P., and LEWHP LLC"
A membership interest purchase agreement is a contract used when someone buys an ownership stake in a limited liability company (LLC). It spells out what is being sold, the price, any promises about the business’s condition, and who takes responsibility for debts or legal issues—like a receipt and rulebook for the sale. Investors care because it transfers control, affects future cash flow and liabilities, and can change the value and tax treatment of their investment.
Retention Award financial
"pursuant to the performance-based RSUs awarded on April 4, 2025, as modified March 5, 2026 (the "Retention Award")."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Lands' End (LE) executive Peter L. Gray do in this Form 4?
Peter L. Gray reported a mix of compensation and sale activity. He exercised 6,565 RSUs into common stock, received a 17,400 RSU grant, sold 11,454 shares via a tender offer, and had shares withheld to cover tax obligations on vesting.
What RSU grants and exercises did Peter L. Gray report for Lands' End (LE)?
He exercised 6,565 Restricted Stock Units into common stock and received a new grant of 17,400 RSUs. Each RSU represents a contingent right to one share of common stock, subject to satisfaction of specific vesting conditions over future dates.
How are tax obligations handled in Peter L. Gray’s Lands' End (LE) equity transactions?
The issuer withheld 3,233 and 8,568 shares of common stock, valued at $11.56 per share, to cover tax liabilities from RSU vesting. These F-code transactions are non-market disposals and do not reflect discretionary selling decisions by Gray.
AI-generated analysis. How Rhea-AI works. Not financial advice.
