Simpson (SSD) EVP, General Counsel reports stock award and tax share withholding

Rhea-AI Filing Summary

Simpson Manufacturing EVP and General Counsel Cassandra Payton reported equity-related transactions in company common stock. She acquired 963 shares at no cost as settlement of performance stock units granted in January 2023, after their performance and vesting periods ended on December 31, 2025.

On the same date, 749 shares at $209.01 per share were withheld by the company to cover tax obligations tied to these performance stock units and restricted stock units that vested. After these transactions, she directly owned 4,688 shares of common stock, including 2,624 restricted stock units that have not yet vested.

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^*

Payton Cassandra

(Last) (First) (Middle)

5956 W. LAS POSITAS BLVD

(Street)

PLEASANTON CA 94588

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Simpson Manufacturing Co., Inc. [ SSD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel

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	02/17/2026		A		963(1)	A	$0	5,437	D
Common Stock	02/17/2026		F		749(2)	D	$209.01	4,688(3)	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. Represents performance stock units granted in January 2023, for which the performance and vesting periods ended December 31, 2025, and for which the settlement date was February 17, 2026.

2. Represents shares of common stock withheld by the Company to satisfy the tax withholding obligation for the reporting person's performance stock units that settled on February 17, 2026, and restricted stock units that vested on February 17, 2026.

3. Includes 2,624 Restricted Stock Units that have not yet vested.

Remarks:

	Cari Fisher, Attorney-in-Fact	02/18/2026
	** 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 transactions did SSD executive Cassandra Payton report on this Form 4?

SSD executive Cassandra Payton reported receiving 963 common shares at no cost from performance stock units, and 749 shares were withheld by the company at $209.01 per share to satisfy tax obligations tied to settling performance and restricted stock units.

Were Cassandra Payton’s SSD stock transactions open-market buys or sells?

The transactions were equity awards and tax withholding, not open-market trades. She acquired 963 shares from performance stock units and 749 shares were withheld by the company to cover tax liabilities, using transaction codes A and F respectively.

How many SSD shares does Cassandra Payton own after these Form 4 transactions?

After the reported transactions, Cassandra Payton directly held 4,688 SSD common shares. This total includes 2,624 restricted stock units that have not yet vested, reflecting both settled performance stock units and previously granted equity awards.

What do the granted SSD performance stock units represent for Cassandra Payton?

The grant represents performance stock units from January 2023 whose performance and vesting periods ended on December 31, 2025. They settled on February 17, 2026, delivering 963 common shares to Cassandra Payton at no cash cost to her.

Why were 749 SSD shares withheld in Cassandra Payton’s Form 4 filing?

The 749 SSD shares were withheld by the company at $209.01 per share to satisfy tax withholding obligations for performance stock units that settled and restricted stock units that vested on February 17, 2026, instead of a market sale.

What is Cassandra Payton’s role at Simpson Manufacturing (SSD)?

Cassandra Payton serves as Executive Vice President and General Counsel at Simpson Manufacturing. The Form 4 reflects equity compensation and related tax withholding tied to her executive role, not discretionary market purchases or sales of SSD stock.