Teradata (NYSE: TDC) CEO granted 206K RSUs, reports tax and divorce share changes

Rhea-AI Filing Summary

Teradata (TDC) President and CEO Stephen McMillan reported several equity-related changes in his holdings. He received a grant of 206,271 shares of common stock in the form of restricted share units that vest in three equal annual installments beginning on March 1, 2027. On March 6, 22,230 shares were withheld by the company at $28.02 per share to cover tax obligations upon RSU vesting. On March 9, 4,376 shares are scheduled to be transferred to his former spouse under a court-approved divorce agreement, after which he will no longer have reportable beneficial ownership of those shares. Following these transactions, he directly holds 782,446 shares of Teradata common 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

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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^*

MCMILLAN STEPHEN

(Last) (First) (Middle)

C/O TERADATA CORPORATION

17095 VIA DEL CAMPO

(Street)

SAN DIEGO CA 92127

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TERADATA CORP /DE/ [ TDC ]

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)
03/01/2026

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	03/01/2026		A(1)		206,271	A	$0	809,052	D
Common Stock	03/06/2026		F(2)		22,230	D	$28.02	786,822	D
Common Stock	03/09/2026		J(3)		4,376	D	$0	782,446	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. Award of restricted share units which vests in three equal annual installments beginning on March 1, 2027.

2. Shares withheld by the company to satisfy tax obligation upon vesting of restricted share units.

3. These shares will be transferred to the former spouse of the reporting person pursuant to the terms of a court-approved divorce agreement. Following the transfer, the reporting person will no longer have a reportable beneficial ownership in these shares.

Remarks:

	/s/ Juliet C. Shadoan, Attorney-in-fact for Stephen McMillan	03/10/2026
	** 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).
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FAQ

What insider transactions did Teradata (TDC) CEO Stephen McMillan report?

Stephen McMillan reported a large restricted share unit grant, tax withholding, and a divorce-related share transfer. He received 206,271 RSUs, had 22,230 shares withheld for taxes, and will transfer 4,376 shares to a former spouse under a court-approved agreement.

How many Teradata (TDC) shares does the CEO hold after these Form 4 transactions?

After the reported transactions, Stephen McMillan directly holds 782,446 shares of Teradata common stock. This figure reflects the impact of the RSU grant, the 22,230 shares withheld for taxes, and the 4,376 shares to be transferred to his former spouse.

What are the terms of the 206,271 restricted share units granted to Teradata (TDC) CEO?

The 206,271 restricted share units granted to Stephen McMillan vest in three equal annual installments beginning on March 1, 2027. This means the award is spread over three years, aligning his compensation with longer-term company performance as the units gradually convert into common shares.

Why were 22,230 Teradata (TDC) shares disposed of in the CEO’s Form 4 filing?

The 22,230 shares were withheld by Teradata to satisfy tax obligations when restricted share units vested. This tax-withholding disposition, priced at $28.02 per share, is a common mechanism and does not represent an open-market sale by CEO Stephen McMillan.

What is the significance of the 4,376 Teradata (TDC) shares transferred to the CEO’s former spouse?

The 4,376 shares will be transferred to Stephen McMillan’s former spouse under a court-approved divorce agreement. After this transfer, he will no longer have reportable beneficial ownership of those shares, reducing but not materially altering his overall Teradata share position.

Does the Teradata (TDC) Form 4 show any open-market buying or selling by the CEO?

The reported transactions do not include open-market purchases or sales. They consist of an RSU grant, shares withheld to cover tax obligations on vesting, and a share transfer related to a divorce settlement, all disclosed as non-market, administrative equity changes.