Plexus (PLXS) executive gains PSUs, withholds shares for taxes

Rhea-AI Filing Summary

Plexus Corp executive Michael J. Running reported equity compensation activity linked to performance stock units. He received a grant of 326 performance stock units at a price of $0.00 per unit.

A prior fiscal 2023 PSU award vested at 142.4% of the target portion tied to relative total shareholder return, resulting in the exercise of 1,096 PSUs into 1,096 shares of common stock at $0.00 per share. To cover tax obligations, 516 common shares were disposed of at $195.95 per share, leaving him with 1,875 common shares held directly.

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^*

Running Michael J.

(Last) (First) (Middle)

ONE PLEXUS WAY

(Street)

NEENAH WI 54956

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PLEXUS CORP [ PLXS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Regional President - AMER

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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, $.01 par value	02/17/2026		M		1,096	A	(1)	2,391	D
Common Stock, $.01 par value	02/17/2026		F		516	D	$195.95	1,875	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
Performance Stock Units	(1)	02/17/2026		A		326		(1)	(1)	Common Stock, $.01 par value	326	(1)	1,096	D
Performance Stock Units	(1)	02/17/2026		M			1,096	(1)	(1)	Common Stock, $.01 par value	1,096	(1)	0	D

Explanation of Responses:

1. Based on Company performance during the three-year performance period, 142.4% of the portion of the Performance Stock Units ("PSUs") granted in fiscal 2023 related to the relative total shareholder return ("TSR") of the Company's common stock as compared to companies in the S&P 400 Index vested. As previously disclosed, the reporting person had the opportunity to earn up to 150% of the targeted amount of PSUs based on TSR originally reported.

Remarks:

	/s/ Michael J. Running, by Kate A. Gitter, Attorney-in-Fact	02/19/2026
	** 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).
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FAQ

What equity awards did Michael J. Running report for Plexus Corp (PLXS)?

Michael J. Running reported receiving a grant of 326 performance stock units at a price of $0.00 per unit. In addition, 1,096 previously granted performance stock units were exercised and converted into 1,096 shares of Plexus common stock on the same transaction date.

How were Michael J. Running’s Plexus (PLXS) performance stock units tied to company performance?

The performance stock units granted in fiscal 2023 were tied to Plexus’ relative total shareholder return against companies in the S&P 400 Index. Based on three-year performance, 142.4% of the target portion related to this metric vested, exceeding the original 100% target opportunity.

How many Plexus (PLXS) shares did Michael J. Running acquire and hold after these transactions?

Michael J. Running acquired 1,096 shares of common stock through the exercise of performance stock units at $0.00 per share. After these equity transactions and tax share withholding, he directly held a total of 1,875 shares of Plexus common stock.

What Plexus (PLXS) shares were disposed of to cover Michael J. Running’s tax obligations?

To satisfy tax obligations associated with the equity vesting and exercise, 516 shares of Plexus common stock were disposed of at a price of $195.95 per share. This disposition is identified as a tax-withholding transaction rather than an open-market sale.

What does the 142.4% vesting of Plexus (PLXS) performance stock units mean?

The 142.4% vesting means that, for the portion of performance stock units tied to relative total shareholder return, Plexus’ results exceeded the 100% target. As a result, Michael J. Running earned more than the target number of units originally reported for that performance component.

What is the nature of Michael J. Running’s ownership of Plexus (PLXS) shares after these transactions?

After the reported grant, vesting, and tax withholding, Michael J. Running held 1,875 shares of Plexus common stock with direct ownership. All reported derivative and non-derivative positions in this filing are designated as directly owned, without any indirect ownership entities noted.