Lumen Technologies (LUMN) CFO awarded 906K shares, disposes others for taxes

Rhea-AI Filing Summary

Lumen Technologies EVP and CFO Christopher Stansbury reported equity award activity in company common stock. He received a grant of 906,713 restricted shares at $0.00 per share, consisting of 40% time-based and 60% performance-based awards.

Footnotes state the time-based portion vests in three equal installments beginning on March 1, 2027, with any earned performance-based shares vesting on March 1, 2029 based on two three-year performance metrics. To cover taxes upon vesting of prior equity awards, 836,079 shares were disposed at $7.11 per share, and 133,002 shares were disposed to the issuer in connection with performance-based awards granted on May 18, 2023. After these transactions, he directly holds 5,147,850 shares and also has indirect ownership through spouse‑administered trusts.

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^*

Stansbury Christopher

(Last) (First) (Middle)

100 CENTURYLINK DRIVE

(Street)

MONROE LA 71203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Lumen Technologies, Inc. [ LUMN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		A(1)		906,713	A	$0	6,116,931	D
Common Stock	03/01/2026		F(2)		836,079	D	$7.11	5,280,852	D
Common Stock	03/01/2026		D(3)		133,002	D	$0	5,147,850	D
Common Stock								23,500	I	SRR DSNT
Common Stock								23,500	I	By spouse as trustee of RJR Trust
Common Stock								535,000	I	By spouse as trustee of ARS Trust

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. Represents a grant of restricted stock (40% time-based and 60% performance-based). The time-based portion will vest in three equal annual installments beginning on March 1, 2027. Vesting of the performance-based portion is dependent upon the extent to which two three-year performance metrics are achieved, with any earned shares vesting on March 1, 2029.

2. Shares withheld to cover the taxes due upon the vesting of equity awards.

3. Represents performance-based restricted shares or RSUs granted on May 18, 2023, which reflects the net amount after a portion were forfeited on March 1, 2026, for failing to achieve the three-year performance metrics and a portion were determined to exceed the applicable performance target.

Remarks:

	/s/ Meredith Hayes, as Attorney-in-Fact for Christopher Stansbury	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Lumen (LUMN) EVP and CFO Christopher Stansbury report on this Form 4?

He reported multiple equity award-related transactions in Lumen common stock, including a large restricted stock grant and related share dispositions. The filing updates his direct and indirect ownership after vesting, tax withholding, and performance-based adjustments to earlier awards.

How large was the new restricted stock grant to Lumen CFO Christopher Stansbury?

He received 906,713 shares of restricted stock at a stated price of $0.00 per share. According to the footnote, 40% is time-based and 60% is performance-based, with vesting tied to future service and achievement of two three-year performance metrics.

Why were 836,079 Lumen (LUMN) shares disposed in this Form 4 filing?

The filing shows 836,079 common shares disposed at $7.11 per share under code F. A footnote explains these shares were withheld to cover taxes due upon the vesting of equity awards, rather than an open-market sale by the executive.

What are the vesting terms for Christopher Stansbury’s new Lumen restricted stock?

The time-based 40% vests in three equal annual installments beginning on March 1, 2027. The 60% performance-based portion vests on March 1, 2029, but only to the extent two three-year performance metrics are achieved, determining how many shares are ultimately earned.

How many Lumen shares does Christopher Stansbury directly own after these transactions?

After the reported grant and dispositions, his direct ownership is 5,147,850 Lumen common shares. Additional indirect holdings are reported through trusts where his spouse serves as trustee, reflecting separate ownership structures noted with indirect ownership codes.

What does the Form 4 say about earlier performance-based Lumen awards granted in 2023?

A footnote states the performance-based restricted shares or RSUs granted on May 18, 2023 were adjusted on March 1, 2026, with some forfeited for missing three-year performance metrics and some determined to exceed the applicable performance target.