[Form 4] MAXIMUS, INC. Insider Trading Activity

Rhea-AI Filing Summary

John T. Martinez, Chief Legal Officer of MAXIMUS, Inc. (MMS), reported a transaction dated 09/30/2025 disposing of 3,017.119 shares of common stock at $91.37 per share. The filing explains those shares were surrendered to satisfy withholding tax from the vesting of restricted stock units (RSUs). After the reported transaction the reporting person beneficially owns 15,199.192 shares, which includes 13,230.101 previously reported RSUs and accrued dividend equivalent rights with varying distribution schedules.

Positive

• None.

Negative

• Reporting person disposed of 3,017.119 shares at $91.37 on 09/30/2025
• Post-transaction beneficial ownership decreased to 15,199.192 shares

Insights

Corporate Governance Analyst

Officer sale to satisfy RSU tax reduced holdings by 3,017 shares.

The Form 4 shows a 09/30/2025 disposal of 3,017.119 shares at $91.37 described as surrender to cover withholding for vested RSUs, not an open-market cash sale. This clarifies the nature of the transfer and reduces the likelihood it signals discretionary insider selling.

The reporting person still beneficially owns 15,199.192 shares including 13,230.101 RSUs with accrued dividend equivalents, indicating continued stake and deferred compensation exposure.

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).

1. Name and Address of Reporting Person^*

Martinez John Thomas

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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	09/30/2025		F		3,017.119(1)	D	$91.37	15,199.192(2)	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 surrendered to satisfy the withholding tax due in connection with the vesting of restricted stock units ("RSUs").

2. The reporting person has reported prior awards of RSUs in Table II of Form 4. The total reported in Column 5 includes 13,230.101 RSUs and associated accrued dividend equivalent rights with varying distribution schedules previously reported in Table II.

	/s/ John T Martinez	10/02/2025
	** 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.

FAQ

What did MAXIMUS (MMS) insider John T. Martinez report on 09/30/2025?

He reported the disposal of 3,017.119 shares at $91.37, surrendered to satisfy withholding tax from vested RSUs.

Why were the 3,017.119 shares disposed of in the Form 4?

The filing states the shares were surrendered to satisfy the withholding tax due in connection with the vesting of restricted stock units (RSUs).

How many shares does John T. Martinez beneficially own after the transaction?

He beneficially owns 15,199.192 shares following the reported transaction, including 13,230.101 previously reported RSUs.

Was the transaction an open-market sale?

The Form 4 describes the disposition as shares surrendered for tax withholding related to RSU vesting; it does not state an open-market sale.

Who filed the Form 4 for MAXIMUS (MMS)?

The Form 4 was filed by reporting person John T. Martinez, Chief Legal Officer.