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Sensient (NYSE: SXT) executive logs tax share withholding and new PSU grants

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

Rhea-AI Filing Summary

Sensient Technologies executive Steven B. Morris reported a small share disposition linked to taxes and new performance-based equity awards. On March 2, 2026, 373 shares of common stock were withheld at $100.58 per share to cover tax obligations from a prior restricted stock vesting, leaving 6,959.372 directly held shares and additional shares in an ESOP. Morris also holds and received grants of performance stock units that may convert into common stock after three-year performance periods ending in 2026, 2027, and 2028, based on EBITDA growth, revenue, and return on invested capital, with actual shares earned ranging from 0% to 200% of target awards.

Positive

  • None.

Negative

  • None.
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
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*
Morris Steven B

(Last) (First) (Middle)
777 E. WISCONSIN AVE.

(Street)
MILWAUKEE WI 53202

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SENSIENT TECHNOLOGIES CORP [ SXT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President-Elect, Color Group
3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026
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 03/02/2026 F(1) 373 D $100.58 6,959.372(2) D
Common Stock 1,135.017 I ESOP(3)
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
Performance Stock Unit (4) (5) (5) Common Stock 2,962 2,962 D
Performance Stock Unit (4) (6) (6) Common Stock 2,683 2,683 D
Performance Stock Unit (4) (7) (7) Common Stock 2,641 2,641 D
Explanation of Responses:
1. Shares were withheld to cover tax withholding in connection with the vesting of a prior restricted stock grant.
2. Includes shares of restricted stock held under Issuer's 2017 Stock Plan, as amended and restated, and shares held in a dividend reinvestment plan.
3. Represents shares held in Issuer's ESOP as of the end of the month immediately preceding this filing.
4. Each performance stock unit represents a contingent right to receive one share of Issuer's Common Stock.
5. Represents grant of performance stock units under Issuer's 2017 Stock Plan, as amended and restated. The award is eligible to vest following a three-year performance period (from January 1, 2024 through December 31, 2026) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBITDA growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 200% of the target award amount.
6. Represents grant of performance stock units under Issuer's 2017 Stock Plan, as amended and restated. The award is eligible to vest following a three-year performance period (from January 1, 2025 through December 31, 2027) as follows: (1) 70% of the award is eligible to vest upon achievement of certain performance criteria based on EBITDA growth, and (2) 30% of the award is eligible to vest upon achievement of certain performance criteria based on return on invested capital. Subject to certain continued employment conditions and subject to accelerated vesting in certain circumstances, the actual number of shares earned will be determined and vest following the three-year performance period. The number of shares reflected is at the target award amount. No performance stock units will vest below a minimum level of performance. At or above the minimum level of performance, the actual number of shares earned may range from 0% to 200% of the target award amount.
7. The award is eligible to vest following a three-year performance period (from January 1, 2026 through December 31, 2028) based on applicable performance criteria related to revenue and return on invested capital and other terms and conditions. The number of shares reflected is at the target award amount, but the actual number of shares earned will depend on performance and may be more or less than such amount.
/s/ John J. Manning, Attorney-in-Fact for Mr. Morris 03/04/2026
** 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 SXT executive Steven B. Morris report?

Steven B. Morris reported a tax-withholding disposition of 373 common shares at $100.58 per share. The shares were withheld to satisfy tax obligations tied to vesting of a prior restricted stock grant, not an open-market sale.

How many Sensient Technologies (SXT) shares does Steven B. Morris hold after the filing?

After the reported transaction, Steven B. Morris directly held 6,959.372 common shares of Sensient Technologies. He also has 1,135.017 shares held indirectly through the company’s ESOP as of the month-end preceding the filing, plus various performance stock units.

Were the SXT shares sold on the open market in this Form 4?

No, the 373 shares were withheld for taxes related to vesting of restricted stock. Footnotes specify the disposition covered tax withholding obligations, distinguishing it from a discretionary open-market sale by the executive.

What performance stock unit awards does SXT executive Steven B. Morris hold?

Morris holds performance stock units granted under Sensient’s 2017 Stock Plan. Each unit represents a right to one common share, with grants tied to three-year performance periods ending in 2026, 2027, and 2028, subject to performance and employment conditions.

How are the SXT performance stock units for Steven B. Morris earned and vested?

The awards are eligible to vest after three-year performance periods, based mainly on EBITDA growth, revenue, and return on invested capital. Actual shares earned may range from 0% to 200% of target, assuming continued employment and meeting minimum performance levels.

What plan governs the equity awards reported for Sensient Technologies (SXT)?

The restricted stock and performance stock unit awards for Steven B. Morris are granted under Sensient Technologies’ 2017 Stock Plan, as amended and restated. The plan covers both time-based restricted stock and performance-based units linked to financial metrics.
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