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NCR Atleos (NATL) director defers cash retainer into phantom stock units

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NCR Atleos Corp director reports deferred stock-based compensation

A director of NCR Atleos Corp reported receiving 1,378 phantom stock units on 12/31/2025 under the NCR Atleos Director Compensation Program. These units represent the director’s decision to take a quarterly cash retainer in the form of equity rather than cash.

The phantom stock units are linked one-for-one to NCR Atleos common stock at a reference price of $38.11 per unit and will be settled in common shares after the director’s service ends. Following this transaction, the director beneficially holds 9,933 derivative securities in the form of phantom stock units, all reported as directly owned.

Positive

  • None.

Negative

  • None.
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*
Reece Joseph E

(Last) (First) (Middle)
864 SPRING STREET NW

(Street)
ATLANTA GA 30308

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NCR Atleos Corp [ NATL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025
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
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
Phantom Stock Units(1) (2) 12/31/2025 A 1,378 (3) (3) Common Stock 1,378 $38.11 9,933 D
Explanation of Responses:
1. These are stocks acquired under the NCR Atleos Director Compensation Program (the "Compensation Program") as part of the reporting person's quarterly cash retainer. The reporting person elected to defer receipt of the quarterly cash retainer as NCR Atleos common stock to be received following the termination of the reporting person's service as a director.
2. The phantom stock units are converted into common stock on a one-for-one basis.
3. The phantom stock units become payable in common stock following the reporting person's termination of service as a director.
/s/ Leah Singleton, Attorney-in-Fact 01/05/2026
** 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.

FAQ

What insider transaction did NCR Atleos Corp (NATL) report?

A director reported acquiring 1,378 phantom stock units on 12/31/2025 as part of the NCR Atleos Director Compensation Program, in lieu of a quarterly cash retainer.

What are the terms of the phantom stock units reported at NCR Atleos Corp (NATL)?

The filing states that each phantom stock unit is converted into common stock on a one-for-one basis and becomes payable in common stock after the director’s termination of service.

How many derivative securities does the NCR Atleos (NATL) director own after this Form 4 transaction?

After the reported transaction, the director beneficially owns 9,933 derivative securities in the form of phantom stock units, held as direct ownership.

Why did the NCR Atleos (NATL) director receive phantom stock units instead of cash?

According to the explanation, these units were acquired because the director elected to defer receipt of the quarterly cash retainer and take it as NCR Atleos common stock payable after service as a director ends.

When will the NCR Atleos (NATL) phantom stock units be paid out?

The filing explains that the phantom stock units become payable in common stock following the reporting person’s termination of service as a director.

What price is associated with the NCR Atleos (NATL) phantom stock units in this transaction?

The transaction table shows a price of $38.11 per phantom stock unit for the 1,378 units acquired on 12/31/2025.

NCR Atleos Corp

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2.84B
72.49M
0.85%
100.32%
3.95%
Software - Application
Calculating & Accounting Machines (no Electronic Computers)
Link
United States
ATLANTA