Teradata (NYSE: TDC) CAO gets 31,711-share award, withholds shares for tax

Rhea-AI Filing Summary

Teradata Corporation’s Chief Administrative Officer, Scot Frazier Rogers, reported equity compensation activity in the company’s common stock. On February 11, 2026, he acquired 31,711 shares at $0 as a performance-based restricted share unit award tied to the company’s achievement of certain performance goals.

On the same date, 4,813 shares were disposed of at $37.88 per share, withheld by the company to cover tax obligations upon vesting of these performance-based units. After these transactions, Rogers directly owned 186,520 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^*

Rogers Scot Frazier

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Administrative Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		31,711(1)	A	$0	191,333	D
Common Stock	02/11/2026		F		4,813(2)	D	$37.88	186,520	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. Acquisition of performance-based restricted share unit award based on the attainment of certain performance goals by the issuer.

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

Remarks:

	/s/ Juliet C. Shadoan, Attorney-in-fact for Scot Frazier Rogers	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Teradata (TDC) report for Scot Frazier Rogers?

Teradata reported that Chief Administrative Officer Scot Frazier Rogers received a grant of 31,711 shares of common stock on February 11, 2026, as a performance-based restricted share unit award. The filing also shows shares withheld to satisfy tax obligations tied to this vesting event.

How many Teradata (TDC) shares did Scot Frazier Rogers acquire in this Form 4?

Scot Frazier Rogers acquired 31,711 shares of Teradata common stock at $0 per share as an equity award. These were performance-based restricted share units granted after Teradata met specified performance goals, increasing his reported direct beneficial ownership before subsequent tax withholding.

Why were some Teradata (TDC) shares disposed of in Scot Frazier Rogers’ filing?

The filing shows a disposition of 4,813 Teradata shares at $37.88 per share coded as “F,” meaning shares were withheld to cover taxes. The company retained these shares to satisfy Rogers’ tax obligations upon vesting of the performance-based restricted share units.

What is Scot Frazier Rogers’ Teradata (TDC) share ownership after the reported transactions?

After the reported grant and tax withholding, Scot Frazier Rogers directly owned 186,520 shares of Teradata common stock. This figure reflects his updated beneficial ownership following the 31,711-share award and the 4,813 shares withheld by the company for tax purposes.

What type of equity award did Teradata (TDC) grant to Scot Frazier Rogers?

Teradata granted Scot Frazier Rogers a performance-based restricted share unit award, resulting in 31,711 common shares at $0 per share. The award vests based on attainment of specified performance goals set by Teradata, aligning executive compensation with the company’s performance outcomes.