MYR Group (MYRG) CFO logs share award vesting and tax withholding move

Rhea-AI Filing Summary

MYR GROUP INC. Senior VP and CFO Kelly Michelle Huntington reported equity compensation activity involving the company’s common stock. She acquired 2,357 shares at no cost as a grant/award upon vesting of performance share awards granted in 2023 for a performance period ending December 31, 2025. To cover tax withholding obligations related to this vesting, 667 shares were disposed of through a tax-withholding transaction at $260.90 per share. After these transactions, she directly owned 5,565 shares of MYR Group 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^*

Huntington Kelly Michelle

(Last) (First) (Middle)

MYR GROUP INC., 12121 GRANT STREET

SUITE 610

(Street)

THORNTON CO 80241

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MYR GROUP INC. [ MYRG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		2,357(1)	A	$0	6,232	D
Common Stock	02/18/2026		F		667(2)	D	$260.9	5,565	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. Shares of common stock received upon vesting of performance share awards granted in 2023 for the performance period ended December 31, 2025.

2. Represents shares of common stock withheld to satisfy tax withholding obligations in connection with the vesting of performance shares.

Remarks:

	/s/ William F. Fry as Attorney-in-Fact for Kelly M. Huntington	02/20/2026
	** 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 insider transactions did MYR Group (MYRG) report for its CFO?

MYR Group’s CFO Kelly Michelle Huntington reported a grant of 2,357 common shares from vested performance awards and a related tax-withholding disposition of 667 shares. These transactions reflect equity compensation mechanics rather than open-market buying or selling.

How many MYR Group (MYRG) shares did the CFO acquire in this Form 4 filing?

The CFO acquired 2,357 shares of MYR Group common stock at no cost. These shares were received upon vesting of performance share awards that were originally granted in 2023 for a performance period ending December 31, 2025.

Why were MYR Group (MYRG) shares disposed of in this insider filing?

The 667 MYR Group shares were disposed of to satisfy tax withholding obligations tied to the vesting of performance shares. This tax-withholding disposition, coded “F,” indicates shares were withheld for taxes, not sold in an open-market transaction.

At what price were the MYR Group (MYRG) shares used for tax withholding valued?

The shares used for tax withholding were valued at $260.90 per share. This valuation applies to the 667 MYR Group common shares withheld to cover the CFO’s tax obligations upon the vesting of performance share awards.

How many MYR Group (MYRG) shares does the CFO own after these transactions?

Following the reported grant and tax-withholding disposition, the CFO directly owns 5,565 shares of MYR Group common stock. This figure reflects the updated direct ownership position after both the award of 2,357 shares and the withholding of 667 shares.

Do these MYR Group (MYRG) insider transactions represent open-market trades by the CFO?

No, the filing shows equity award vesting and tax withholding, not open-market trades. The 2,357 shares were received as a performance-based award, and 667 shares were withheld solely to satisfy tax obligations associated with that vesting.