LRN Form 4: CEO Performance Award Vested; Tax Withholding of 45,957 Shares
Rhea-AI Filing Summary
James Jeaho Rhyu, who serves as Stride, Inc.'s Chief Executive Officer and a Director, reported equity changes on a Form 4 related to awards that vested on 09/18/2025. The filing shows the acquisition of 58,395 shares of common stock due to vesting of a performance award granted on 09/06/2022, and a related entry reflecting 58,395 shares tied to restricted stock rights that vested based on achievement of stock-price compound annual growth rate targets through 09/15/2025. To cover tax withholding upon vesting, 45,957 shares were withheld by the issuer at an effective price of $138.54, resulting in reported beneficial ownership figures of 777,186, 764,748 and 823,143 across the reported lines. The form is signed by an attorney-in-fact on 09/19/2025.
Positive
- Performance award vested indicating the executive met the award's performance criteria resulting in acquisition of 58,395 shares
- Long-term incentive metrics achieved as restricted stock rights vested based on compound annual growth rate conditions through 09/15/2025
Negative
- Significant share withholding of 45,957 shares to cover taxes reduced the net shares received by the executive
- Disposition recorded at $138.54 (withheld shares) which reduced the reporting person’s gross share receipt
Insights
TL;DR: CEO equity awards vested at target performance, with shares withheld for taxes; this is a routine executive compensation settlement.
The filing documents the vesting of performance-based and restricted stock rights for the CEO and Director. The grant originally dated 09/06/2022 met vesting criteria measured through 09/15/2025, producing an acquisition of 58,395 shares. Standard withholding of 45,957 shares occurred to satisfy tax obligations; the withholding was executed at an implied price of $138.54. These transactions reflect compensation mechanics rather than open-market trading and do not indicate additional purchases or sales beyond tax-related dispositions.
TL;DR: Achievement of performance targets triggered sizable equity settlement; withholding reduced net share receipt.
The report clarifies that a performance award granted in 2022 vested at an above-target threshold, delivering 58,395 shares to the reporting person. The simultaneous withholding of 45,957 shares to cover tax liabilities materially reduced the net shares delivered. The entries include both non-derivative share acquisitions and the conversion of restricted stock rights tied to CAGR stock-price targets, illustrating common long-term incentive plan settlement and tax withholding procedures.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Right | 58,395 | $0.00 | -- |
| Exercise | Common Stock | 58,395 | $0.00 | -- |
| Grant/Award | Common Stock | 58,395 | $0.00 | -- |
| Tax Withholding | Common Stock | 45,957 | $138.54 | $6.37M |
Footnotes (1)
- Represents the acquisition of shares of Common Stock in connection with the vesting at above target threshold of the performance award originally granted on September 6, 2022. Represents the number of shares withheld by the Issuer upon the vesting of restricted shares to cover the executive's withholding tax associated with the satisfaction of all vesting conditions. The number of shares withheld is based upon the closing price of a share of Stride common stock on the vesting date. Each restricted stock right represents a contingent right to receive one share of Stride common stock. The restricted stock rights vested based on the achievement of certain compound annual growth rates in the price of the Company's common stock between the award date and September 15, 2025, subject to earlier vesting in certain circumstances described in the applicable award agreement.
