Miller Industries (MLR) CFO reports RSU vesting and tax share withholding

Rhea-AI Filing Summary

Miller Industries Chief Financial Officer Deborah L. Whitmire reported equity award activity tied to previously granted restricted stock units. On March 1, 2026, she converted 6,000 restricted stock units into 6,000 shares of common stock at $0.00 per share as part of normal vesting.

To cover tax withholding obligations on this vesting, 1,440 common shares were withheld at a price of $42.03 per share, described as a tax-withholding disposition rather than an open-market sale. After these transactions, she directly owned 22,298.551 common shares.

The filing also shows continuing awards of time-based restricted stock units. One grant vests in five equal annual installments beginning on March 1, 2023, and additional grants vest in three equal annual installments beginning on March 6, 2025 and March 15, 2026, with each unit representing one share of common stock.

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^*

WHITMIRE DEBORAH L

(Last) (First) (Middle)

C/O MILLER INDUSTRIES, INC.

8503 HILLTOP DRIVE

(Street)

OOLTEWAH TN 37363

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MILLER INDUSTRIES INC /TN/ [ MLR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

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		M		6,000(1)	A	(3)	23,738.551	D
Common Stock	03/01/2026		F		1,440(2)	D	$42.03	22,298.551	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(3)	03/01/2026		M			6,000	(1)	(1)	Common Stock	6,000	$0	6,000	D
Restricted Stock Unit	(3)							(4)	(4)	Common Stock	17,409		17,409	D
Restricted Stock Unit	(3)							(5)	(5)	Common Stock	10,126		10,126	D

Explanation of Responses:

1. Represents the conversion of restricted stock units that vested on March 1, 2026. These are time-based restricted stock units that vest in five equal annual installments commencing on March 1, 2023. Vested shares will be delivered to the reporting person not later than 30 days after the vesting date.

2. These shares were withheld to cover tax withholding obligations when 6,000 time-based restricted stock units vested on March 1, 2026.

3. Each restricted stock unit represents a contingent right to receive one share of Miller Industries, Inc. common stock.

4. These are time-based restricted stock units that vest in three equal annual installments commencing on March 15, 2026.

5. These are time-based restricted stock units that vest in three equal annual installments commencing on March 6, 2025.

	/s/ Frank Madonia, as attorney in fact for Deborah L. Whitmire	03/03/2026
	** 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).
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FAQ

What insider transactions did Miller Industries (MLR) report for CFO Deborah Whitmire?

Miller Industries reported that CFO Deborah Whitmire converted 6,000 restricted stock units into 6,000 common shares and had 1,440 shares withheld to satisfy tax obligations. These transactions reflect equity award vesting and related tax withholding, not open-market buying or selling.

How many Miller Industries (MLR) shares does the CFO hold after this Form 4 filing?

After the reported transactions, CFO Deborah Whitmire directly holds 22,298.551 shares of Miller Industries common stock. This figure reflects the vesting of 6,000 restricted stock units and the withholding of 1,440 shares for taxes on March 1, 2026.

Were the Miller Industries (MLR) insider transactions open-market sales or tax withholding?

The filing describes the 1,440-share disposition as shares withheld to cover tax withholding obligations when 6,000 restricted stock units vested. This indicates a tax-withholding disposition rather than an open-market sale, tied directly to equity award vesting on March 1, 2026.

What are the vesting terms of the Miller Industries (MLR) restricted stock units reported?

The restricted stock units are time-based awards. One grant vests in five equal annual installments starting March 1, 2023, while others vest in three equal annual installments beginning March 6, 2025 and March 15, 2026. Each unit represents one share of common stock.

Does each Miller Industries (MLR) restricted stock unit equal one share of stock?

Yes. The footnotes state that each restricted stock unit represents a contingent right to receive one share of Miller Industries common stock. When units vest and convert, the holder receives an equivalent number of common shares, subject to any tax withholding.

What date did the Miller Industries (MLR) restricted stock units vest in this Form 4?

The reported restricted stock units vested on March 1, 2026. On that date, 6,000 time-based restricted stock units converted into 6,000 common shares, and 1,440 of those shares were withheld to satisfy associated tax withholding obligations for the CFO.