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AT&T (NYSE: T) GC gets 74,612 RSUs as performance shares settle

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

AT&T’s Sr. Executive VP and General Counsel David R. McAtee II reported equity compensation and related stock movements dated 01/29/2026. He received 74,612 restricted stock units at a price of $0 under the 2018 Incentive Plan, each unit convertible into one share of common stock, vesting in thirds on 02/15/2027, 02/15/2028, and 02/15/2029.

A benefit plan associated with him acquired 325,500 AT&T common shares as performance shares were distributed, while 128,240.6034 shares were withheld at $25.13 for mandatory taxes and 130,191.3966 shares were distributed in cash at $25.13. A total of 67,068 shares moved from indirect benefit plan ownership to direct ownership. After these transactions, he also reported holdings through a 401(k), a limited partnership, and a trust.

Positive

  • None.

Negative

  • None.
Insider McAtee David R II
Role Sr. Exec. VP and Gen. Counsel
Type Security Shares Price Value
Grant/Award Restricted Stock Units (2026) 74,612 $0.00 $0.00
Grant/Award Common Stock 325,500 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 128,240.6034 $25.13 $3.22M
Disposition Common Stock 130,191.3966 $25.13 $3.27M
Disposition Common Stock 67,068 $0.00 $0.00
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units (2026) — 74,612 shares (Direct); Common Stock — 0 shares (Indirect, By Benefit Plan); Common Stock — 9,840.284 shares (Indirect, By 401(k)); Common Stock — 351,555 shares (Direct); Common Stock — 478,668 shares (Indirect, By LP); Common Stock — 123,775 shares (Indirect, By Trust)
Footnotes (7)
  1. F1. Total performance shares distributed.
  2. F2. Each performance share is equivalent in value to a share of common stock.
  3. F3. Mandatory tax withholding on distribution of performance shares.
  4. F4. Represents portion of the performance shares distributed in cash, after taxes.
  5. F5. Reflects transfer of 67,068 shares owned indirectly by benefit plan to direct ownership due to distribution of performance shares.
  6. F6. Based on a 401(k) plan statement dated 11/30/2025.
  7. F7. Restricted stock units acquired pursuant to the 2018 Incentive Plan. Each unit will convert into one share of issuer's common stock. One-third of the units vests and distributes on each of 2/15/2027, 2/15/2028, and 2/15/2029. Vesting (but not distribution) is accelerated on retirement eligibility.

FAQ

What equity awards did AT&T (T) grant to David R. McAtee II?
AT&T granted David R. McAtee II 74,612 restricted stock units at a price of $0. These units were issued under the 2018 Incentive Plan and will each convert into one share of AT&T common stock upon vesting and distribution on scheduled future dates.

How do the new AT&T (T) restricted stock units for McAtee vest?
The 74,612 restricted stock units vest and distribute in three equal parts on 02/15/2027, 02/15/2028, and 02/15/2029. Vesting, but not distribution, is accelerated upon retirement eligibility, meaning units may vest earlier while share delivery still follows the stated schedule.

What AT&T (T) common stock was acquired through the benefit plan for McAtee?
A benefit plan associated with David R. McAtee II acquired 325,500 AT&T common shares as part of a performance share distribution. Each performance share is equivalent in value to one common share, so this reflects the total performance shares delivered into the plan on that date.

Why were some AT&T (T) shares withheld from McAtee’s performance share distribution?
The filing shows 128,240.6034 AT&T shares were disposed of at $25.13 with transaction code “F.” The footnotes state this represents mandatory tax withholding on the distribution of performance shares, meaning shares were withheld and sold to satisfy tax obligations rather than being retained.

What does the 130,191.3966 share cash distribution mean in McAtee’s AT&T (T) filing?
The 130,191.3966 AT&T shares disposed of at $25.13 are described as a portion of performance shares distributed in cash after taxes. Instead of receiving these shares, McAtee received their cash value, reducing shares held while still delivering value from the performance award.

How did ownership of 67,068 AT&T (T) shares change for McAtee?
The filing notes that 67,068 AT&T shares previously owned indirectly through a benefit plan were transferred to direct ownership. This change reflects a shift in how the shares are held, following the distribution of performance shares, rather than an additional purchase or sale of new shares.

What other AT&T (T) share holdings are reported for McAtee after these transactions?
After the reported transactions, McAtee’s holdings include AT&T common stock in a 401(k) plan, directly held shares, and additional indirect holdings through a limited partnership and a trust. The filing lists these positions to show his total beneficial ownership across different account types.

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Form 4 Insider Transactions: What Each Field Means →
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*
McAtee David R II
(Last) (First) (Middle)
208 S. AKARD ST.
(Street)
DALLAS TX 75202
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AT&T INC. [ T ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. Exec. VP and Gen. Counsel
3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026
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 01/29/2026 A(1) 325,500 A (2) 325,500 I By Benefit Plan
Common Stock 01/29/2026 F(3) 128,240.6034 D $25.13 197,259.3966 I By Benefit Plan
Common Stock 01/29/2026 D(4) 130,191.3966 D $25.13 67,068 I By Benefit Plan
Common Stock 01/29/2026 D(5) 67,068 D (2) 0 I By Benefit Plan
Common Stock 9,840.284(6) I By 401(k)
Common Stock 351,555(5) D
Common Stock 478,668 I By LP
Common Stock 123,775 I By Trust
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
Restricted Stock Units (2026) (7) 01/29/2026 A 74,612 (7) (7) Common Stock 74,612 $0(7) 74,612 D
Explanation of Responses:
1. Total performance shares distributed.
2. Each performance share is equivalent in value to a share of common stock.
3. Mandatory tax withholding on distribution of performance shares.
4. Represents portion of the performance shares distributed in cash, after taxes.
5. Reflects transfer of 67,068 shares owned indirectly by benefit plan to direct ownership due to distribution of performance shares.
6. Based on a 401(k) plan statement dated 11/30/2025.
7. Restricted stock units acquired pursuant to the 2018 Incentive Plan. Each unit will convert into one share of issuer's common stock. One-third of the units vests and distributes on each of 2/15/2027, 2/15/2028, and 2/15/2029. Vesting (but not distribution) is accelerated on retirement eligibility.
/s/ Johnell C. Holland, Attorney-in-fact 02/02/2026
** 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.

Source: View Original Filing on SEC EDGAR