STOCK TITAN

Pitney Bowes (PBI) CEO shifts 2.57M shares across Hestia funds

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Pitney Bowes President & CEO Kurt Wolf reported a restructuring of his Pitney Bowes share holdings connected to Hestia Capital funds, rather than a new purchase or sale. He received an in-kind distribution of 1,067,507 shares of Common Stock from Hestia Capital Partners, LP at a reference price of $16.10 per share, while 432,493 shares were distributed in-kind to other limited partners.

Footnotes explain that his personal economic exposure to Pitney Bowes stock is unchanged, as the transactions mainly convert indirect fund-held shares into direct ownership and adjust other indirect positions, including separately managed accounts. Following the restructuring, he holds 1,132,202 shares directly and 3,879,981 shares indirectly through Hestia Capital Partners, LP, plus 338,256 shares in separately managed accounts where he may be deemed a beneficial owner.

Positive

  • None.

Negative

  • None.
Insider Wolf Kurt James
Role President & CEO
Type Security Shares Price Value
Other Common Stock 1,067,507 $16.10 $17.19M
Other Common Stock 1,500,000 $16.10 $24.15M
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 1,132,202 shares (Direct, null); Common Stock — 3,879,981 shares (Indirect, By Hestia Capital Partners, LP)
Footnotes (1)
  1. The reported transactions reflect (i) the Reporting Person's in-kind direct receipt of 1,067,507 shares distributed by Hestia Capital Partners, LP (collectively with its affiliates, "Hestia" or the "Funds") based on a reduction of the Funds' aggregate position in the Issuer's Common Stock and (ii) the in-kind distribution of shares held indirectly by the Reporting Person, consisting of 1,067,507 shares that were distributed in-kind to the Reporting Person and 432,493 shares that were distributed in-kind to other participating limited partners. The Reporting Person's personal holdings of the Issuer's Common Stock remain unchanged, as the reported transactions reflect a change in the Reporting Person's form of beneficial ownership rather than a sale by the Reporting Person. The number of shares received by the Reporting Person was determined based on Hestia's pro rata distribution of shares to each limited partner participating in the distribution event and the closing price of the Issuer's Common Stock as of the close of trading on May 29, 2026. The Reporting Person is the managing member of (a) Hestia Partners GP, the general partner of Hestia Capital Partners, LP (Hestia Capital), and (b) Hestia LLC, the investment manager of Hestia Capital and certain separately managed accounts (the SMAs). As the managing member of each of Hestia Partners GP and Hestia LLC, the Reporting Person may be deemed the beneficial owner of the shares directly owned by Hestia Capital and the shares held in the SMAs. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interests therein.
Restructured shares 2,567,507 shares Total shares in restructuring transactions with code J
In-kind distribution to CEO 1,067,507 shares Shares received directly from Hestia Capital Partners, LP
Indirect distribution to other partners 432,493 shares Shares distributed in-kind to other limited partners
Reference share price $16.10 per share Closing price used for distribution on May 29, 2026
Post-transaction indirect holdings via Hestia 3,879,981 shares Common Stock held indirectly through Hestia Capital Partners, LP
Post-transaction direct holdings 1,132,202 shares Common Stock held directly by Kurt Wolf
Holdings in separately managed accounts 338,256 shares Common Stock in SMAs where he may be deemed beneficial owner
in-kind distribution financial
"shares that were distributed in-kind to the Reporting Person and 432,493 shares"
separately managed accounts financial
"certain separately managed accounts (the SMAs). As the managing member"
A separately managed account is an investment portfolio owned by a single investor but professionally managed to that investor’s specific goals and preferences, rather than pooled with other clients’ money. It matters to investors because it offers greater customization, tax control and transparency—like hiring a personal chef instead of eating from a shared buffet—though it often requires higher minimums and can have different fee and liquidity implications.
beneficial owner financial
"the Reporting Person may be deemed the beneficial owner of the shares"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interests financial
"disclaims beneficial ownership of these securities except to the extent of his pecuniary interests"
limited partners financial
"pro rata distribution of shares to each limited partner participating in the distribution event"
Limited partners are investors who provide most of the capital to an investment partnership but do not run its day-to-day business; they have liability only up to the amount they invested. Think of them as silent backers who hire a manager to make decisions and share in profits or losses; their importance to investors lies in shaping how much money a fund can deploy, the risk and return profile they receive, and the liquidity and fees associated with that investment.
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SEC Form 4
FORM 4UNITED 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*
Wolf Kurt James

(Last)(First)(Middle)
27 WATERVIEW DRIVE

(Street)
SHELTON CONNECTICUT 06484

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PITNEY BOWES INC /DE/ [ PBI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026J(1)1,067,507(2)A$16.1(2)1,132,202D
Common Stock06/01/2026J(1)1,500,000(2)D$16.1(2)3,879,981IBy Hestia Capital Partners, LP(3)
Common Stock338,256IBy Separately Managed Accounts(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The reported transactions reflect (i) the Reporting Person's in-kind direct receipt of 1,067,507 shares distributed by Hestia Capital Partners, LP (collectively with its affiliates, "Hestia" or the "Funds") based on a reduction of the Funds' aggregate position in the Issuer's Common Stock and (ii) the in-kind distribution of shares held indirectly by the Reporting Person, consisting of 1,067,507 shares that were distributed in-kind to the Reporting Person and 432,493 shares that were distributed in-kind to other participating limited partners. The Reporting Person's personal holdings of the Issuer's Common Stock remain unchanged, as the reported transactions reflect a change in the Reporting Person's form of beneficial ownership rather than a sale by the Reporting Person.
2. The number of shares received by the Reporting Person was determined based on Hestia's pro rata distribution of shares to each limited partner participating in the distribution event and the closing price of the Issuer's Common Stock as of the close of trading on May 29, 2026.
3. The Reporting Person is the managing member of (a) Hestia Partners GP, the general partner of Hestia Capital Partners, LP (Hestia Capital), and (b) Hestia LLC, the investment manager of Hestia Capital and certain separately managed accounts (the SMAs). As the managing member of each of Hestia Partners GP and Hestia LLC, the Reporting Person may be deemed the beneficial owner of the shares directly owned by Hestia Capital and the shares held in the SMAs. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interests therein.
Remarks:
/s/ Elisabeth Weinberg, as attorney-in-fact for Kurt James Wolf06/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Pitney Bowes (PBI) CEO Kurt Wolf report in this Form 4?

He reported an in-kind restructuring of his Pitney Bowes Common Stock holdings, receiving 1,067,507 shares from Hestia Capital Partners, LP while other limited partners received 432,493 shares, with no change to his overall personal economic exposure.

How many Pitney Bowes (PBI) shares did the CEO receive directly?

He received 1,067,507 Pitney Bowes Common Stock shares directly via an in-kind distribution from Hestia Capital Partners, LP, using a reference price of $16.10 per share based on the closing price on May 29, 2026.

What are Kurt Wolf’s Pitney Bowes (PBI) holdings after the restructuring?

After the restructuring, he holds 1,132,202 Pitney Bowes Common Stock shares directly, 3,879,981 shares indirectly through Hestia Capital Partners, LP, and 338,256 shares indirectly via separately managed accounts where he may be deemed a beneficial owner.

Did the Pitney Bowes (PBI) CEO buy or sell shares in the market?

The disclosure describes in-kind distributions and internal reallocations, not open-market purchases or sales. Footnotes state his personal holdings remain economically unchanged, reflecting a change in form of beneficial ownership rather than a sale by him.

What role does Hestia Capital play in the Pitney Bowes (PBI) Form 4?

Hestia Capital Partners, LP distributed Pitney Bowes shares in-kind to limited partners, including 1,067,507 shares to Kurt Wolf. As managing member of related entities, he may be deemed beneficial owner of shares held by Hestia Capital and certain separately managed accounts.

How was the Pitney Bowes (PBI) share distribution price determined?

The number of shares received by Kurt Wolf in the distribution was determined using Hestia’s pro rata allocation and the closing price of Pitney Bowes Common Stock as of the close of trading on May 29, 2026, referenced as $16.10 per share.