Labcorp (LH) EVP Megan Bailey reports RSU vesting and tax withholding share transactions

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Labcorp Holdings Inc. executive Megan D. Bailey reported routine equity compensation activity involving restricted stock units (RSUs) and related common stock transactions. On February 6 and 7, 2026, RSUs converted into 180, 222, and 67 shares of common stock at an exercise price of $0, reflecting vesting of prior equity awards.

To cover tax withholding obligations tied to these vestings, 72 shares were withheld at $277.20 on February 6, 2026, and 85 and 23 shares were withheld at $274.01 on February 9, 2026. After these transactions, Bailey directly held 3,883 shares of Labcorp common stock and 2,130 RSUs, which each represent a contingent right to receive one share of common stock.

Insider Trade Summary

469 shares exercised/converted

Mixed 9 txns

Insider Bailey Megan D.

Role EVP, Pres, Central Labs & Intl

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	85	$274.01	$23K
Tax Withholding	Common Stock	23	$274.01	$6K
Exercise	Restricted Stock Unit	222	$0.00	--
Exercise	Restricted Stock Unit	67	$0.00	--
Exercise	Common Stock	222	$0.00	--
Exercise	Common Stock	67	$0.00	--
Exercise	Restricted Stock Unit	180	$0.00	--
Exercise	Common Stock	180	$0.00	--
Tax Withholding	Common Stock	72	$277.20	$20K

Holdings After Transaction: Common Stock — 3,906 shares (Direct); Restricted Stock Unit — 2,197 shares (Direct)

Footnotes (1)

Each Restricted Stock Unit represents the contingent right to receive one share of Labcorp Holdings Inc. Common Stock. Stock withholding to satisfy tax withholding obligations. The Restricted Stock Units that have vested were part of a grant that vests in three equal annual installments beginning on February 6, 2025. This number reflects the aggregate number of Restricted Stock Units held by the reporting person. The Restricted Stock Units vested in three equal annual installments beginning on February 7, 2024 and are now fully vested.

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Form 4 Insider Transactions: What Each Field Means →

02/10/2026 - 02:58 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^*

Bailey Megan D.

(Last)

(First)

(Middle)

531 SOUTH SPRING STREET

(Street)

BURLINGTON

27215

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LABCORP HOLDINGS INC. [ LH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Pres, Central Labs & Intl

3. Date of Earliest Transaction (Month/Day/Year)
02/06/2026

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)
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	02/06/2026		M		180	A	⁽¹⁾	3,774	D
Common Stock	02/06/2026		F⁽²⁾		72	D	$277.2	3,702	D
Common Stock	02/07/2026		M		222	A	⁽¹⁾	3,924	D
Common Stock	02/07/2026		M		67	A	⁽¹⁾	3,991	D
Common Stock	02/09/2026		F⁽²⁾		85	D	$274.01	3,906	D
Common Stock	02/09/2026		F⁽²⁾		23	D	$274.01	3,883	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)
Restricted Stock Unit	⁽¹⁾	02/06/2026		M			180	⁽³⁾	⁽³⁾	Common Stock	180	$0	2,419⁽⁴⁾	D
Restricted Stock Unit	⁽¹⁾	02/07/2026		M			222	⁽⁵⁾	⁽⁵⁾	Common Stock	222	$0	2,197⁽⁴⁾	D
Restricted Stock Unit	⁽¹⁾	02/07/2026		M			67	⁽⁵⁾	⁽⁵⁾	Common Stock	67	$0	2,130⁽⁴⁾	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the contingent right to receive one share of Labcorp Holdings Inc. Common Stock.

2. Stock withholding to satisfy tax withholding obligations.

3. The Restricted Stock Units that have vested were part of a grant that vests in three equal annual installments beginning on February 6, 2025.

4. This number reflects the aggregate number of Restricted Stock Units held by the reporting person.

5. The Restricted Stock Units vested in three equal annual installments beginning on February 7, 2024 and are now fully vested.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Kathryn W. Kyle, Attorney-in-Fact for Megan D. Bailey	02/10/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Labcorp (LH) executive Megan D. Bailey report?

Megan D. Bailey reported RSU vesting and related common stock transactions. RSUs converted into 180, 222, and 67 Labcorp shares, and some shares were withheld to cover tax obligations, leaving her with 3,883 common shares and 2,130 RSUs.

How many Labcorp (LH) shares does Megan D. Bailey own after these Form 4 transactions?

After the reported transactions, Megan D. Bailey directly holds 3,883 shares of Labcorp common stock. She also holds 2,130 restricted stock units, which each represent a contingent right to receive one share of Labcorp common stock in the future, subject to plan terms.

What do the RSU vesting transactions mean in Megan D. Bailey’s Labcorp (LH) Form 4?

The RSU vesting shows prior equity awards converting into Labcorp common stock. Blocks of 180, 222, and 67 RSUs converted at a $0 exercise price, reflecting compensation earned over time under grants that vest in three equal annual installments.

Why were Labcorp (LH) shares with transaction code "F" withheld for Megan D. Bailey?

Transactions coded “F” represent shares withheld to satisfy tax withholding obligations on vested RSUs. In this filing, 72 shares were withheld at $277.20, and 85 and 23 shares at $274.01, instead of Bailey selling separate shares to cover the associated taxes.

What do the footnotes in Megan D. Bailey’s Labcorp (LH) Form 4 explain?

The footnotes explain that each RSU equals one Labcorp share, certain RSU grants vest in three equal annual installments, and the F-coded transactions are stock withholding for taxes. They also clarify that the RSU totals shown reflect Bailey’s aggregate RSU holdings after the reported activity.

Are Megan D. Bailey’s Labcorp (LH) Form 4 transactions open market stock sales?

The filing shows RSU conversions and tax-withholding transactions rather than discretionary open market sales. Shares coded “M” reflect RSUs converting into stock, and shares coded “F” are withheld to meet tax obligations tied to those vesting events, under Labcorp’s compensation arrangements.