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Robert Half (NYSE: RHI) Protiviti CEO receives stock awards, shares withheld for tax

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

Rhea-AI Filing Summary

ROBERT HALF INC. executive Joseph A. Tarantino reported stock-based compensation grants rather than open-market trades. On March 23, 2026, he acquired 724 additional common shares from certification of a performance condition tied to performance shares granted on March 20, 2023, which will vest on March 23, 2026. He also received a separate grant of 80,580 common shares pursuant to the company’s Stock Incentive Plan. To cover tax obligations, 9,077 shares were disposed of at $24.82 per share through share withholding. After these transactions, Tarantino directly owns 251,080 shares of Robert Half common stock.

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Negative

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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*
Tarantino Joseph A

(Last)(First)(Middle)
888 7TH AVENUE
13TH FLOOR

(Street)
NEW YORK NEW YORK 10106

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ROBERT HALF INC. [ RHI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President and CEO, Protiviti
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026
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 Stock03/23/2026A724A(1)$0(2)179,577D
Common Stock03/23/2026A80,580A$0(2)260,157D
Common Stock03/23/2026F9,077D$24.82251,080D
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. Represents additional shares granted as a result of the certification of a performance condition for the performance shares granted on March 20, 2023, which will vest on March 23, 2026.
2. Granted pursuant to the Stock Incentive Plan.
Remarks:
/s/ Joseph A. Tarantino03/23/2026
** 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 insider transactions did Robert Half (RHI) report for Joseph A. Tarantino?

Robert Half (RHI) reported that Joseph A. Tarantino received two stock-based compensation grants and a related tax withholding. He acquired performance-based and incentive plan shares, while a portion was withheld and disposed of to satisfy tax obligations associated with these awards.

How many Robert Half (RHI) shares were granted to Joseph A. Tarantino in this Form 4?

Joseph A. Tarantino was granted 724 additional performance-based shares and 80,580 common shares under a Stock Incentive Plan. The 724 shares relate to a certified performance condition on a 2023 grant, while the 80,580-share grant reflects a new incentive award.

Why were 9,077 Robert Half (RHI) shares disposed of in Joseph A. Tarantino’s filing?

The 9,077 Robert Half (RHI) shares were disposed of at $24.82 per share as a tax-withholding transaction. Shares were delivered to cover tax liabilities arising from the stock awards, rather than representing an open-market sale by the executive.

What is Joseph A. Tarantino’s Robert Half (RHI) share ownership after these transactions?

Following these transactions, Joseph A. Tarantino directly owns 251,080 shares of Robert Half (RHI) common stock. This total reflects the net result of the stock grants he received and the 9,077 shares withheld to satisfy associated tax obligations.

When will Joseph A. Tarantino’s performance-based Robert Half (RHI) shares vest?

The additional 724 performance-based Robert Half (RHI) shares relate to a grant made on March 20, 2023. These shares were added after a performance condition was certified and are scheduled to vest on March 23, 2026, subject to the award terms.
Robert Half Inc

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