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Maximus (NYSE: MMS) CEO updates holdings after PSU vesting

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Maximus, Inc. CEO and President Bruce Caswell, who also serves as a director, filed an amended Form 4/A updating his direct ownership of Maximus common stock. On December 2, 2025, he received 96,187.385 shares at a price of $0 upon the release of performance stock units granted on November 25, 2022, including 2,973.815 shares from dividend equivalent rights.

On the same date, 47,276.1 shares were surrendered at $86.51 to cover withholding taxes related to the PSU release. Following these transactions and a downward adjustment of 1.515 shares to correct a clerical error, Caswell directly owned 324,838.285 shares of Maximus common stock. The amendment was filed to correct an administrative error that had caused under-reporting of his prior transactions and beneficial ownership.

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Insider Caswell Bruce
Role CEO & President
Type Security Shares Price Value
Grant/Award Common Stock 96,187.385 $0.00 --
Tax Withholding Common Stock 47,276.1 $86.51 $4.09M
Holdings After Transaction: Common Stock — 372,115.9 shares (Direct)
Footnotes (1)
  1. These shares were received upon the release of performance stock units ("PSUs") granted on November 25, 2022. The reported amount includes 2,973.815 shares representing the dividend equivalent rights accrued on the PSUs. These shares were surrendered to satisfy the withholding tax due in connection with the release of the PSUs. Reflects a downward adjustment of 1.515 shares to correct a clerical error in the reporting person's previous reports.
Form 4 Insider Transactions: What Each Field Means →
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*
Caswell Bruce
(Last) (First) (Middle)
C/O MAXIMUS INC.
1600 TYSONS BLVD, STE 1400
(Street)
MCLEAN VA 22102
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAXIMUS, INC. [ MMS ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
12/02/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
12/03/2025 		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 12/02/2025 A 96,187.385(1) A $0 372,115.9 D
Common Stock 12/02/2025 F 47,276.1(2) D $86.51 324,838.285(3) 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
Explanation of Responses:
1. These shares were received upon the release of performance stock units ("PSUs") granted on November 25, 2022. The reported amount includes 2,973.815 shares representing the dividend equivalent rights accrued on the PSUs.
2. These shares were surrendered to satisfy the withholding tax due in connection with the release of the PSUs.
3. Reflects a downward adjustment of 1.515 shares to correct a clerical error in the reporting person's previous reports.
Remarks:
This Form 4/A is being filed to correct an administrative error that caused under-reporting of the reporting person's transactions and beneficial ownership in the original Form 4 filed on December 3, 2025.
/s/ John T Martinez: As Attorney-In-Fact for: Bruce Caswell 01/20/2026
** 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 did Maximus (MMS) CEO Bruce Caswell report in this Form 4/A?

Bruce Caswell reported the release of 96,187.385 shares of Maximus common stock from performance stock units on December 2, 2025, along with related tax withholding share surrenders and a small corrective adjustment to his previously reported holdings.

How many Maximus (MMS) shares does Bruce Caswell own after the reported transactions?

After the reported transactions and corrections, Bruce Caswell directly owned 324,838.285 shares of Maximus common stock.

What are the 96,187.385 Maximus shares reported as acquired by Bruce Caswell?

The 96,187.385 shares were received upon the release of performance stock units granted on November 25, 2022, and include 2,973.815 shares from dividend equivalent rights on those units.

Why were 47,276.1 Maximus (MMS) shares surrendered by Bruce Caswell?

The 47,276.1 shares were surrendered at $86.51 per share to satisfy withholding tax obligations associated with the release of the performance stock units.

What clerical correction did this Maximus Form 4/A disclose?

The filing notes a downward adjustment of 1.515 shares to correct a clerical error in Bruce Caswell's previous reports of his beneficial ownership.

Why was this Maximus (MMS) insider filing submitted as an amendment?

The Form 4/A was filed to correct an administrative error that had caused under-reporting of Bruce Caswell's transactions and beneficial ownership in the original Form 4 filed on December 3, 2025.