Otis (OTIS) CEO Judith Marks reports equity awards, option exercise and share sales
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Otis Worldwide Corp Chair, CEO and President Judith Fran Marks reported multiple equity transactions in early February 2026. On February 3, 58,169 common shares were acquired upon vesting of performance share units at an 82% performance level, with 12,073 shares withheld at $87.16 for taxes. She also received 59,305 restricted stock units (RSUs) that vest in three annual installments.
On February 4, 18,425 RSUs were converted into common stock and 191,799 stock appreciation rights were exercised at $63.92, followed by tax-withholding and dispositions, including 46,780 shares sold at a weighted average of $89.5694. On February 5, she sold 56,107 shares at a weighted average of $90.8862. These sales were made under a Rule 10b5-1 trading plan adopted on August 25, 2025, which is scheduled to terminate on March 1, 2026. After these transactions, Marks directly owned 231,072 Otis shares and indirectly held 23,000 shares in a 2025 grantor retained annuity trust.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 102,887 shares ($9,289,409)
Net Sell
12 txns
Insider
Marks Judith Fran
Role
Chair, CEO and President
Sold
102,887 shs ($9.29M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 56,107 | $90.8862 | $5.10M |
| Exercise | Restricted Stock Units | 18,425 | $0.00 | -- |
| Exercise | Stock Appreciation Rights | 191,799 | $0.00 | -- |
| Exercise | Common Stock | 18,425 | $0.00 | -- |
| Tax Withholding | Common Stock | 8,281 | $90.37 | $748K |
| Sale | Common Stock | 46,780 | $89.5694 | $4.19M |
| Exercise | Common Stock | 191,799 | $63.92 | $12.26M |
| Disposition | Common Stock | 135,692 | $90.35 | $12.26M |
| Grant/Award | Restricted Stock Units | 59,305 | $0.00 | -- |
| Grant/Award | Common Stock | 58,169 | $0.00 | -- |
| Tax Withholding | Common Stock | 12,073 | $87.16 | $1.05M |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Common Stock — 231,072 shares (Direct);
Restricted Stock Units — 36,862 shares (Direct);
Stock Appreciation Rights — 0 shares (Direct);
Common Stock — 23,000 shares (Indirect, by 2025 GRAT)
Footnotes (1)
- Restricted stock units (RSUs) convert into common stock on a one-for-one basis. RSUs include the right to receive dividend equivalents that are credited as additional RSUs. RSUs vest in three substantially equal annual installments beginning on the first anniversary of the Transaction Date. On February 4, 2025, the reporting person was granted RSUs vesting in three substantially equal annual installments beginning on the first anniversary of the grant date. The first installment vested on the Transaction Date. This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on August 25, 2025. The acquisition of Otis common stock represents the vesting of performance share units (PSUs) previously awarded on February 7, 2023. Each PSU has a value equal to one share of Otis common stock. These PSUs vested on the Transaction Date upon the achievement of the 3-year cycle preestablished performance targets. The performance criteria were certified to be achieved at the 82% level. The reporting person previously elected to defer 50% of this award under the LTIP PSU Deferral Plan upon vesting. Any vested shares that are deferred under this plan are credited as DSUs and will be settled in stock. The DSUs will be paid out in an equal number of shares of Otis common stock in accordance with the reporting person's previous elections. DSUs accrue dividend equivalents. This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on August 25, 2025. The shares sold in multiple trades at prices ranging from $87.73 to $90.45. The price reported above reflects the weighted average sale price. The reporting person undertakes to provide the registrant, any security holder of the registrant, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. The number of shares sold includes the shares received by the reporting person upon the vesting of the PSUs previously awarded on February 7, 2023 after giving effect to the tax withholdings and the 50% PSU deferral election. This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the reporting person on August 25, 2025. The shares sold in multiple trades at prices ranging from $89.755 to $91.495. The price reported above reflects the weighted average sale price. The reporting person undertakes to provide the registrant, any security holder of the registrant, or the SEC staff, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. Includes (i) 12,800 shares previously held through the 2023 grantor retained annuity trust (GRAT) which were transferred to the reporting person on August 25, 2025 and are now owned directly and (ii) 1,658 dividend equivalents issued on DSU's under the LTIP PSU Deferral Plan since March 2025. The reporting person established a GRAT on September 5, 2025 and contributed 23,000 shares of the Issuer's common stock to it on September 10, 2025. The reporting person is the sole trustee and annuitant of the GRAT, which is scheduled to expire in accordance with its terms on September 10, 2027.
FAQ
What insider transactions did OTIS CEO Judith Fran Marks report in February 2026?
Judith Fran Marks reported PSU vesting, new RSU awards, option-style exercises and multiple stock sales in early February 2026. The activity included acquisitions from performance and equity awards, tax withholdings in shares, and open-market sales executed under a pre-established Rule 10b5-1 trading plan.
What equity awards did the OTIS CEO receive or vest in during February 2026?
She acquired 58,169 shares from vesting performance share units on February 3, 2026 and was granted 59,305 restricted stock units the same day. On February 4, 2026, 18,425 RSUs vested into common stock and 191,799 stock appreciation rights were exercised into shares at a set exercise price.
What is the role of the Rule 10b5-1 plan in Judith Fran Marks’s OTIS stock sales?
The reported stock sales on February 4 and 5, 2026 were executed under a Rule 10b5-1 trading plan adopted on August 25, 2025. This type of plan pre-schedules trades, providing a structured framework for selling shares over time according to predetermined instructions.
What are the key features of the RSUs disclosed in Judith Fran Marks’s OTIS Form 4?
The restricted stock units convert into common stock on a one-for-one basis and accrue dividend equivalents as additional RSUs. The newly granted RSUs vest in three substantially equal annual installments beginning on the first anniversary of the transaction date, creating a multi-year vesting schedule.
What does the GRAT mentioned in the OTIS Form 4 filing represent?
The GRAT is a grantor retained annuity trust established on September 5, 2025, funded with 23,000 Otis shares on September 10, 2025. Judith Fran Marks serves as sole trustee and annuitant, and the trust is scheduled to expire according to its terms on September 10, 2027.