Resideo Technologies SEC Filings

Resideo Technologies (REZI) filed a Form 144 notifying a proposed sale of 3,333 common shares through Morgan Stanley Smith Barney LLC, with an aggregate market value of $115,141.82 and an approximate sale date of 08/26/2025. The shares were acquired as restricted stock that vested on 11/18/2020 under a registered plan. The filing lists 148,763,403 shares outstanding for the issuer. The notice also discloses recent sales by the same person: 2,790 shares on 07/07/2025 for $65,983.08 and 2,789 shares on 08/12/2025 for $82,659.96. The filer represents there is no undisclosed material adverse information and the sale is being processed through a broker.

CD&R entities reported purchases of Resideo Technologies, Inc. (REZI) common stock on August 19-21, 2025. CD&R Channel Holdings II, L.P. purchased 135,641 shares on 08/19/2025 at a weighted average price of $32.4113, 297,000 shares on 08/20/2025 at $31.9375, and 250,000 shares on 08/21/2025 at $32.1636, for a total of 682,641 shares acquired. Following these transactions, the filing reports 12,815,208 shares beneficially owned by the reporting group. The shares are owned directly by CD&R Channel Holdings II, L.P., with CD&R Investment Associates XII, Ltd. as general partner and CD&R Associates XII, L.P. involved via the investment committee; each entity disclaims beneficial ownership except for pecuniary interests. Footnotes disclose that reported prices are weighted averages across multiple trades within stated ranges.

Michael Carlet, Chief Financial Officer of Resideo Technologies, Inc. (REZI), reported a sale of 2,334 shares of the company's common stock on 08/15/2025 at a price of $31.60 per share. Following this transaction he beneficially owned 158,527 shares. The Form 4 was signed by an attorney-in-fact on 08/19/2025.

CD&R Channel Holdings II, L.P. reported purchases of Resideo Technologies, Inc. (REZI) common stock on three dates in August 2025. The filer acquired 203,161 shares on 08/14/2025 at a weighted average price of $31.8884 (range $31.635–$32.00), 339,863 shares on 08/15/2025 at $31.4172 (range $31.045–$32.00) and 111,000 shares on 08/18/2025 at $31.6568 (range $31.37–$31.855). Following these transactions, the reported beneficial ownership held indirectly by the reporting group totaled 12,132,567 shares. The filing clarifies that the securities are directly owned by CD&R Channel Holdings II, L.P., with related entities and an investment committee described as potentially benefitting from or making decisions about the holdings, and that the reported prices are weighted averages across multiple trades.

Clayton, Dubilier & Rice (CD&R) reported an 18.3% beneficial stake in Resideo Technologies (Common Stock) through related Cayman entities. The filing shows CD&R Channel Holdings II, L.P. directly holds 12,132,567 shares and 498,500 shares of Series A Preferred Stock held by CD&R Channel Holdings are convertible into 18,517,830 common shares at an initial conversion price of $26.92, producing an aggregate reported beneficial ownership of 30,650,397 shares, equal to 18.3% of a 167,281,233 share base used for calculation. CD&R Channel Holdings alone is reported as owning an 11.1% as-converted interest. The amendment discloses recent open-market purchases by CD&R Holdings II on multiple dates in August 2025 totaling several hundred thousand shares at prices ranging roughly from $27.08 to $32.00. The filing includes an undertaking to provide detailed per-price purchase data to the issuer or the SEC staff.

Resideo Technologies insider sale: Jay L. Geldmacher, who serves as President and CEO and is also a director, reported the sale of 47,500 shares of Resideo common stock on 08/12/2025. The shares were sold in multiple transactions at prices ranging from $30.82 to $31.44, producing a weighted-average price of $31.2902. After the sale, Geldmacher beneficially owned 519,689 shares. The Form 4 was signed by an attorney-in-fact, Jeannine J. Lane, on 08/14/2025. The filing records a direct disposition and does not include derivative transactions.

Insider exercise and share withholding by Resideo executive. Stephen M. Kelly, EVP and Chief HR Officer of Resideo Technologies (REZI), reported option activity on 08/12/2025. He exercised fully vested stock options with a $24.39 exercise price for 38,053 shares; the filing shows those options were exercisable through 02/10/2026. To satisfy the exercise price and tax withholding, the issuer withheld 32,970 shares at an implied price of $31.28. After these transactions the report lists 233,289 shares beneficially owned by Mr. Kelly (direct ownership). The option grant that produced the exercised shares is described as fully vested, and the Form 4 was signed by an attorney-in-fact on 08/14/2025.

Jeannine J. Lane, Resideo Technologies (REZI) EVP, General Counsel and Corporate Secretary, reported option exercise and contemporaneous sale on 08/12/2025. The filing shows Lane exercised a stock option with a $24.39 exercise price for 35,398 shares and immediately sold 35,398 shares at a weighted average price of $31.312. After these transactions, the filing reports Lane beneficially owned 155,136 shares (down from 190,534 before the sale); the prior balance included 352 shares that were omitted in earlier Form 4s. The Form notes the option was fully vested and provides the sale price range of $31.31 to $31.345.

Resideo Technologies completed a transaction that terminated a long‑standing indemnification and reimbursement arrangement with Honeywell in exchange for a one‑time $1,590,000,000 cash payment. The termination eliminated Resideo’s obligation to make annual payments to Honeywell of up to $140 million through year‑end 2043 and removed the affirmative and negative covenants under that agreement, subject only to limited provisions that survived termination.

To fund part of the payment, Resideo amended its existing credit facilities and obtained incremental senior secured term loans totaling $1.225 billion with a seven‑year maturity and interest at Term SOFR plus 2.00%. The amendment also raised the interest on certain existing term B tranches from Term SOFR plus 1.75% to Term SOFR plus 2.00%, increased capacity to incur incremental debt, temporarily relaxed the total leverage covenant to 4.00:1.00 for two upcoming test periods, and permits future revolver refinancings.