TruBridge Insider Filing Shows Routine Tax Share Withholding by CEO

Rhea-AI Filing Summary

Form 4 Overview: TruBridge, Inc. (TBRG) filed a Form 4 disclosing two routine transactions by President & CEO Christopher L. Fowler, who is also a director.

• July 1, 2024: 1,508 common shares were withheld by the company at $10.57 per share to satisfy tax obligations upon restricted-stock vesting (code “F”).
• July 1, 2025: 2,278 common shares were similarly withheld at $23.48 per share (code “F”).

Following the 2025 withholding, Fowler directly holds 127,304 common shares and indirectly holds 16 shares through his spouse, for a total of 127,320 shares.

Key Takeaways:

• The transactions are not open-market sales; they are non-discretionary tax withholdings, a common administrative action when restricted stock vests.
• No options or other derivative securities were reported.
• Fowler remains a significant insider with over 127k shares, indicating continued alignment with shareholder interests.

Insights

Financial Analyst

TL;DR — Routine tax-withholding; neutral impact on TBRG.

The Form 4 shows share disposals marked with code “F,” meaning the issuer retained shares to cover Fowler’s withholding taxes on vested restricted stock. Such transactions are pre-arranged and non-economic from a market-supply standpoint, so they do not signal insider sentiment. Fowler’s remaining stake (≈127k shares) is largely unchanged, preserving insider alignment. There is no dilution, no cash sale proceeds, and no derivative activity. As a result, the filing is administrative and carries no material price implications.

Corporate Governance Expert

TL;DR — Compliance event; no governance red flags detected.

The disclosure satisfies Section 16 requirements and demonstrates timely reporting (within two business days). Using share withholding for taxes is industry-standard and avoids open-market selling pressure. Fowler’s dual role as CEO and director is unchanged, and his post-transaction ownership remains substantial. No patterns of systematic selling or margin usage are evident. Accordingly, the event is neutral from a governance-risk perspective.

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
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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^*

Fowler Christopher L

(Last) (First) (Middle)

54 ST. EMANUEL STREET

(Street)

MOBILE AL 36602

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TruBridge, Inc. [ TBRG ]

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)
07/01/2024

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	07/01/2024		F(1)		1,508	D	$10.57	129,582	D
Common Stock	07/01/2025		F(1)		2,278	D	$23.48	127,304	D
Common Stock								16	I	By spouse

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 the withholding of shares for tax purposes with respect to the vesting of restricted stock.

Remarks:

	/s/ Christopher L. Fowler	07/03/2025
	** 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

Why did TruBridge CEO Christopher Fowler dispose of shares on July 1, 2024 and 2025?

The shares were withheld by the company to pay income taxes on vested restricted stock, coded “F,” not open-market sales.

How many TruBridge (TBRG) shares does Fowler own after the transactions?

He directly owns 127,304 shares and indirectly holds 16 through his spouse, totaling 127,320 shares.

Do the Form 4 transactions indicate insider selling pressure at TruBridge?

No. Code “F” transactions are non-discretionary tax withholdings and do not reflect market sales.

Were any options or derivative securities involved in this Form 4?

No derivative securities were reported; only common stock was affected.

Is the Form 4 filing timely under SEC rules?

Yes. The filing, dated July 3, 2025, is within two business days of the July 1 transactions, meeting Section 16 requirements.