Simpson Manufacturing (SSD) CEO granted 17,140 shares, withholds 1,582 for taxes

Rhea-AI Filing Summary

Simpson Manufacturing President and CEO Michael Olosky reported two equity-related transactions involving company common stock. On February 17, 2026, he acquired 17,140 shares at $0.00 per share as a grant or award, tied to performance stock units granted in January 2023 whose performance and vesting periods ended on December 31, 2025 and that settled on February 17, 2026.

At his election, the acquired shares have been deferred into the company’s Nonqualified Plan and will settle on a future date he previously selected. The same day, 1,582 shares were disposed of at $209.01 per share to cover tax withholding obligations on restricted stock units that vested on February 17, 2026, rather than an open-market sale. After these transactions, he directly owned 54,896 shares, which include 17,210 unvested restricted stock units and 34,188 deferred shares that will settle according to his deferral elections.

Insights

Equity Compensation Analyst

CEO receives stock from prior performance award; some shares withheld for taxes.

Michael Olosky, President and CEO of Simpson Manufacturing, received 17,140 shares through settlement of previously granted performance stock units, with a stated price of $0.00 per share. The award reflects performance and vesting periods that ended on December 31, 2025, with settlement on February 17, 2026.

He elected to defer these shares into the company’s Nonqualified Plan, meaning actual share delivery will occur on a future date chosen in his deferral elections. On the same date, 1,582 shares at $209.01 per share were withheld to satisfy tax obligations on vested restricted stock units, rather than sold in the open market.

Following these transactions, his directly held position totaled 54,896 shares, including 17,210 unvested restricted stock units and 34,188 deferred shares. The overall pattern is typical of executive equity compensation, combining performance-based vesting, tax withholding in shares, and deferral choices, and does not by itself signal a directional view on the stock.

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

OMB APPROVAL

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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^*

Olosky Michael

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		17,140(1)(2)	A	$0	56,478	D
Common Stock	02/17/2026		F		1,582(3)	D	$209.01	54,896(4)	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. At the election of the Reporting Person, the shares of common stock acquired pursuant to this filing have been deferred under the Simpson Manufacturing Co., Inc. Nonqualified Plan (the "Plan") and will settle on a future date selected by the Reporting Person at the time of his or her deferral election.

2. 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.

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

4. Includes 17,210 restricted stock units that have not yet vested and 34,188 shares of common stock deferred under the Plan which will settle pursuant to the applicable terms of the Reporting Person's deferral election.

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).
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FAQ

What did SSD CEO Michael Olosky acquire in this Form 4 filing?

Michael Olosky acquired 17,140 shares of Simpson Manufacturing common stock at $0.00 per share. These came from performance stock units granted in January 2023, with performance and vesting ending December 31, 2025, and settlement occurring on February 17, 2026.

Why were 1,582 SSD shares disposed of by Michael Olosky?

The 1,582 Simpson Manufacturing shares were withheld to cover tax obligations on restricted stock units that vested February 17, 2026. The transaction, priced at $209.01 per share, represents a tax-withholding disposition rather than an open-market sale of shares by the CEO.

How many Simpson Manufacturing shares does the SSD CEO hold after these transactions?

After the reported transactions, Michael Olosky directly holds 54,896 Simpson Manufacturing shares. This total includes 17,210 restricted stock units that have not yet vested and 34,188 shares deferred under the company’s Nonqualified Plan pursuant to his prior deferral elections.

What is the Simpson Manufacturing Nonqualified Plan mentioned for SSD CEO shares?

The Nonqualified Plan allows the CEO to defer settlement of acquired Simpson Manufacturing shares to a future date. Shares acquired in this filing were deferred into the plan and will settle later, according to the specific deferral timing Michael Olosky selected in advance.

Are the SSD CEO’s share dispositions in this filing open-market sales?

No, the 1,582-share disposition reflects shares withheld by Simpson Manufacturing to satisfy tax withholding on vested restricted stock units. It is described as payment of a tax liability using shares, not a discretionary open-market sale by the CEO.

What prior award led to the SSD CEO’s 17,140-share acquisition?

The 17,140-share acquisition comes from performance stock units granted in January 2023. Their performance and vesting periods ended December 31, 2025, and the award settled February 17, 2026, resulting in delivery and deferral of the related common shares.