Piper Sandler (NYSE: PIPR) exec equity award and tax withholding

Rhea-AI Filing Summary

Piper Sandler Companies executive Michael R. Dillahunt reported performance-based equity activity. He acquired 8,615 shares of common stock through a grant/award tied to performance share units that vested after a measurement period from January 1, 2023 through December 31, 2025. In a related tax-withholding disposition, 3,929 shares were delivered to cover tax obligations, leaving him with 25,736 directly owned shares of 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^*

Dillahunt Michael R

(Last) (First) (Middle)

350 NORTH 5TH STREET, SUITE 1000

(Street)

MINNEAPOLIS MN 55401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PIPER SANDLER COMPANIES [ PIPR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Global Co-Head IB and Cap Mkts

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		A		8,615	A	$0(1)	29,665	D
Common Stock	02/26/2026		F		3,929	D	$0	25,736	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. Each performance share unit represented a contingent right to receive one share of PIPR common stock. The performance share units vested 163% overall, with 126% vesting of the portion of the award based on attaining certain levels of adjusted return on equity and 200% vesting of the portion of the award based on relative total shareholder return within a group of peer companies, both as measured from January 1, 2023 through December 31, 2025.

Remarks:

	/s/ James Grant for Michael R. Dillahunt	03/02/2026
	** 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 PIPER SANDLER (PIPR) report for Michael R. Dillahunt?

Piper Sandler reported that Michael R. Dillahunt acquired 8,615 shares of common stock via a performance-based grant and disposed of 3,929 shares in a tax-withholding transaction. After these moves, he directly owned 25,736 common shares.

Was the PIPR Form 4 transaction a purchase or a performance-based award?

The PIPR Form 4 shows a performance-based award, not an open-market purchase. Dillahunt received 8,615 common shares from vested performance share units, which were earned based on metrics measured between January 1, 2023 and December 31, 2025.

Why were 3,929 PIPR shares disposed of in Michael R. Dillahunt’s Form 4?

The 3,929 PIPR shares were disposed of to satisfy tax obligations. The filing identifies this as a tax-withholding disposition, where shares are delivered to cover exercise price or tax liability rather than sold in the open market.

How did the performance share units vest in the PIPR Form 4 filing?

The performance share units vested at 163% overall. This included 126% vesting based on adjusted return on equity and 200% vesting based on relative total shareholder return versus a peer group, measured from January 1, 2023 through December 31, 2025.

How many PIPR shares does Michael R. Dillahunt own after the reported transactions?

After the reported transactions, Michael R. Dillahunt directly owns 25,736 shares of Piper Sandler common stock. This figure reflects the net result of receiving 8,615 shares from the performance-based grant and the 3,929-share tax-withholding disposition.

What role does Michael R. Dillahunt hold at PIPER SANDLER (PIPR)?

Michael R. Dillahunt serves as Global Co-Head of Investment Banking and Capital Markets. His Form 4 filing reflects equity compensation in the form of performance-based share units that converted into common stock after a defined performance period.