Tenable CEO exercises RSUs, withholds shares for tax
Tenable Holdings, Inc. co-CEO Mark C. Thurmond reported multiple equity award transactions involving restricted stock units and performance restricted stock units on Common Stock.
Rhea-AI Filing Summary
Tenable Holdings, Inc. co-CEO Mark C. Thurmond reported multiple equity award transactions involving restricted stock units and performance restricted stock units on Common Stock. Several awards vested and were settled into Common Stock at a price of $0.00 per share.
The transactions include derivative exercises such as 46,586 Restricted Stock Units converting into Common Stock and smaller blocks like 4,368 units, increasing his direct ownership. Separate Form 4 entries show share dispositions coded "F" at $17.55 per share that, according to the footnotes, represent shares withheld by the issuer to satisfy tax obligations rather than open-market sales.
Positive
- None.
Negative
- None.
Insider Trade Summary
63,318 shares exercised/converted
Exercise
21 txns
Insider
Thurmond Mark C.
Role
Co-Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Restricted Stock Units | 1,365 | $0.00 | $0.00 |
| Exercise | Performance Restricted Stock Units | 1,162 | $0.00 | $0.00 |
| Exercise | Performance Restricted Stock Units | 2,267 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 3,857 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 3,713 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 46,586 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 4,368 | $0.00 | $0.00 |
| Exercise | Common Stock | 1,365 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 401 | $17.55 | $7K |
| Exercise | Common Stock | 1,162 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 342 | $17.55 | $6K |
| Exercise | Common Stock | 2,267 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 666 | $17.55 | $12K |
| Exercise | Common Stock | 3,857 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 1,865 | $17.55 | $33K |
| Exercise | Common Stock | 3,713 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 1,090 | $17.55 | $19K |
| Exercise | Common Stock | 46,586 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 15,635 | $17.55 | $274K |
| Exercise | Common Stock | 4,368 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 1,283 | $17.55 | $23K |
Holdings After Transaction:
Performance Restricted Stock Units — 22,794 contracts (Direct);
Restricted Stock Units — 142,968 contracts (Direct);
Common Stock — 155,675 shares (Direct)
Footnotes (9)
- F1. Represents the number of shares of Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the Restricted Stock Units ("RSUs") and does not represent a sale.
- F2. Each RSU represents a contingent right to receive one share of Issuer common stock.
- F3. On February 22, 2023, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the Performance Restricted Stock Units (PRSUs) granted on February 23, 2022 and determined a 106% payout for the measurement period based on the Issuer's fiscal year 2022 criteria. 25% of the shares underlying the PRSUs vested on February 23, 2023, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- F4. On February 21, 2024, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the Performance Restricted Stock Units (PRSUs) granted on February 22, 2023 and determined a 93.9% payout for the measurement period based on the Issuer's fiscal year 2023 criteria. 25% of the shares underlying the PRSUs vested on February 22, 2024, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- F5. On February 13, 2025, the Compensation Committee of the Issuer's Board of Directors certified the achievement of the Performance Restricted Stock Units (PRSUs) granted on February 22, 2024 and determined a 96.4% payout for the measurement period based on the Issuer's fiscal year 2024 criteria. 25% of the shares underlying the PRSUs vested on February 22, 2025, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- F6. 25% of the shares underlying the RSUs vested on February 23, 2023, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- F7. 25% of the shares underlying the RSUs vested on February 22, 2024, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- F8. 25% of the shares underlying the RSUs vested on August 22, 2025, 25% on February 22, 2026, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
- F9. 25% of the shares underlying the RSUs vested on February 22, 2025, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Tenable (TENB) co-CEO Mark Thurmond report in this Form 4?
Mark Thurmond reported vesting and settlement of Restricted Stock Units and Performance Restricted Stock Units into Common Stock. These include sizeable grants such as 46,586 RSUs converting into shares, alongside several smaller blocks, all held directly following the derivative exercises.
Were any of Mark Thurmond’s Tenable (TENB) transactions open-market sales?
The filing shows dispositions coded "F" at $17.55 per share, but the footnotes state these represent shares withheld by Tenable to cover income tax obligations related to RSU settlements. They are not characterized as open-market sales by the reporting person.
How many Tenable (TENB) RSUs and PRSUs were involved in the transactions?
The Form 4 lists multiple RSU and PRSU blocks, including 46,586 RSUs, 4,368 RSUs, and PRSU tranches such as 2,267 and 3,857 units. Each RSU represents a contingent right to receive one share of Tenable common stock upon vesting and settlement.
How are Tenable (TENB) Performance RSUs structured for Mark Thurmond?
Performance RSUs are tied to fiscal-year criteria and certified by the Compensation Committee. Payouts cited include 106%, 93.9%, and 96.4%, with 25% vesting on specific February dates and the remainder vesting quarterly over three years, subject to continued service.
What is the vesting schedule for Tenable (TENB) RSUs reported by Mark Thurmond?
The RSU awards generally vest 25% on an initial date, such as February 22 or February 23 of a given year, with the remaining 75% vesting in equal quarterly installments over three years, conditioned on Mark Thurmond’s continuous service and potential accelerated vesting in specified circumstances.
Does this Tenable (TENB) Form 4 change Mark Thurmond’s ownership type?
The filing indicates all reported positions are held under direct ownership, labeled with ownership code "D". Transactions include derivative exercises of RSUs and PRSUs into Common Stock and issuer tax withholding entries, without any shift to indirect ownership structures in the reported data.
AI-generated analysis. How Rhea-AI works. Not financial advice.
