Parsons (NYSE: PSN) CFO reports tax-withholding disposition of company shares

Rhea-AI Filing Summary

Parsons Corp Chief Financial Officer Matthew Ofilos reported a tax-related share disposition. On 26 Feb 2026, he delivered 1,487 shares of common stock at $66.31 per share to satisfy tax withholding obligations, a non‑open‑market transaction coded as a tax-withholding disposition. After this, he directly held 77,714 common shares and indirectly held 1,700.8146 shares through an ESOP arrangement.

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^*

Ofilos Matthew

(Last) (First) (Middle)

PARSONS CORPORATION

14291 PARK MEADOW DR., #100

(Street)

CHANTILLY VA 20151

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PARSONS CORP [ PSN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

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		F		1,487	D	$66.31	77,714	D
Common Stock								1,700.8146	I	By ESOP

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:

	/s/ Michael R. Kolloway, as attorney-in-fact	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 Parsons (PSN) disclose for CFO Matthew Ofilos?

Parsons disclosed that CFO Matthew Ofilos delivered 1,487 shares of common stock to cover tax withholding. The transaction was coded as a tax-withholding disposition, not an open-market sale, and occurred on February 26, 2026 at a price of $66.31 per share.

Was the Parsons (PSN) CFO share transaction a sale on the open market?

The transaction was not an open-market sale. It was recorded with code F as a tax-withholding disposition, meaning shares were delivered to satisfy tax liabilities rather than sold voluntarily in the market, according to the Form 4 transaction description.

How many Parsons (PSN) shares did the CFO dispose of and at what price?

CFO Matthew Ofilos disposed of 1,487 shares of Parsons common stock at a price of $66.31 per share. The filing states this was to pay tax liabilities by delivering securities, consistent with a tax-withholding disposition rather than a typical buy or sell transaction.

How many Parsons (PSN) shares does the CFO hold after the reported transaction?

After the tax-withholding disposition, CFO Matthew Ofilos directly held 77,714 shares of Parsons common stock. The Form 4 also reports an indirect holding of 1,700.8146 shares through an ESOP, reflecting ownership via an employee stock ownership plan structure.

What does indirect ownership "By ESOP" mean in the Parsons (PSN) Form 4?

Indirect ownership "By ESOP" indicates shares are held for the benefit of the insider through an employee stock ownership plan. In this filing, 1,700.8146 shares of Parsons common stock are reported as indirectly owned by CFO Matthew Ofilos through such an ESOP arrangement.