Director at TIC Solutions (TIC) accelerates RSUs and withholds shares for tax
Rhea-AI Filing Summary
TIC Solutions director Pizzey Talman reported multiple equity compensation events on March 31, 2026 tied to his retirement. Under a separation agreement, 146,666 restricted stock units were accelerated and settled for an equal number of common shares. To cover tax liabilities, 40,188 and 40,187 shares of common stock were withheld at $6.58 per share. After these transactions, Talman directly held 502,958 shares of common stock. Previously granted performance-based restricted stock units were forfeited under the separation agreement, while 110,000 performance-based units remain outstanding, subject to share price and performance conditions and scheduled vesting dates through 2027.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 66,291 shares
Net Buy
8 txns
Insider
PIZZEY TALMAN
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 73,333 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 73,333 | $0.00 | $0.00 |
| Disposition | Performance Based Restricted Stock Units | 73,334 | $0.00 | $0.00 |
| Exercise | Common Stock | 73,333 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 40,188 | $6.58 | $264K |
| Exercise | Common Stock | 73,333 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 40,187 | $6.58 | $264K |
| holding | Performance Based Restricted Stock Units | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 0 shares (Direct);
Performance Based Restricted Stock Units — 183,333 shares (Direct);
Common Stock — 502,958 shares (Direct)
Footnotes (8)
- F1. On March 31, 2026, 146,666 of the Reporting Person's restricted stock units were accelerated pursuant to a separation agreement (the "Separation Agreement") in connection with the Reporting Person's retirement and settled for an equal number of shares of the Issuer's Common Stock.
- F2. Shares withheld for payment of tax liability.
- F3. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- F4. These restricted stock units vested on March 31, 2026.
- F5. Each performance based restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- F6. Subject to the volume weighted average price ("VWAP") of the Issuer's Common Stock reaching a specified price over a ten (10) consecutive trading day period at any time during the period commencing on February 18, 2025 and ending on July 30, 2029 (the "VWAP Achievement Period"), these performance based restricted stock units shall vest on the later of (x) July 30, 2025 and (y) the calendar day following the last day of the VWAP Achievement Period.
- F7. The performance based restricted stock units previously reported as acquired by the Reporting Person were forfeited pursuant to the Separation Agreement.
- F8. These performance restricted stock units to the extent earned will vest on April 11, 2027. The number of shares of Common Stock that will be earned is subject to decrease based on the results of the performance condition.
Key Figures
Accelerated RSUs: 146,666 units
Shares withheld for taxes: 80,375 shares
Post-transaction holdings: 502,958 shares
+4 more
7 metrics
Accelerated RSUs
146,666 units
Accelerated and settled into common stock on March 31, 2026
Shares withheld for taxes
80,375 shares
40,188 and 40,187 shares at $6.58 to cover tax liability
Post-transaction holdings
502,958 shares
Common stock directly held after March 31, 2026 transactions
Performance-based RSUs remaining
110,000 underlying shares
Performance-based restricted stock units outstanding, exercise price $0.0000
Tax withholding price
$6.58 per share
Price used for shares withheld to pay tax liabilities
VWAP performance period
Feb 18, 2025–Jul 30, 2029
Period during which VWAP must reach a specified price
Performance vesting date
April 11, 2027
Performance-based RSUs vesting date to the extent earned
Key Terms
Restricted Stock Units, Performance Based Restricted Stock Units, Separation Agreement, VWAP, +1 more
5 terms
Restricted Stock Units financial
"146,666 of the Reporting Person's restricted stock units were accelerated"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Based Restricted Stock Units financial
"Each performance based restricted stock unit represents a contingent right"
Performance-based restricted stock units are a form of employee pay where shares are promised but only delivered if the company meets specific performance targets over time. Like a trophy awarded to a team after hitting certain goals, they align employee incentives with business results and can affect future share counts and earnings—so investors watch them for signals about management’s motivation, potential dilution, and the likelihood of meeting growth or profit targets.
Separation Agreement financial
"were accelerated pursuant to a separation agreement in connection with the Reporting Person's retirement"
A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.
VWAP financial
"Subject to the volume weighted average price ("VWAP") of the Issuer's Common Stock reaching a specified price"
VWAP, or Volume-Weighted Average Price, is a way to find the average price of a stock throughout the trading day, giving more importance to times when more shares are traded. It helps traders see the typical price and decide whether a stock is expensive or cheap compared to its average, similar to finding the average speed during a trip by giving more weight to times when you traveled faster or slower.
tax liability financial
"Shares withheld for payment of tax liability"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did TIC (TIC) director Pizzey Talman report?
Pizzey Talman reported accelerated vesting of 146,666 restricted stock units, which settled into common shares. The company withheld 80,375 shares for taxes, and his direct common stock holdings increased to 502,958 shares following these March 31, 2026 transactions.
How many TIC (TIC) restricted stock units were accelerated on retirement?
A total of 146,666 restricted stock units were accelerated under a separation agreement in connection with Pizzey Talman’s retirement. These units settled into an equal number of TIC Solutions common shares on March 31, 2026, converting deferred compensation into actual share ownership.
What are Pizzey Talman’s TIC (TIC) common stock holdings after the transactions?
After the March 31, 2026 equity events, Pizzey Talman directly holds 502,958 shares of TIC Solutions common stock. This reflects accelerated RSU settlement into shares, net of shares withheld to pay associated tax obligations on the vested awards.
What performance-based restricted stock units remain for TIC (TIC) director Talman?
Talman retains performance-based restricted stock units tied to 110,000 underlying TIC common shares. These units vest based on share price VWAP targets between February 18, 2025 and July 30, 2029 and on a separate performance condition vesting on April 11, 2027, if earned.
How did the TIC (TIC) separation agreement affect prior performance RSUs?
The separation agreement caused previously reported performance-based restricted stock units to be forfeited. At the same time, 146,666 time-based restricted stock units were accelerated and settled into common shares, while a separate 110,000-share performance-based award remains subject to future conditions.