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  4. [Form 4] TEEKAY TANKERS LTD. Insider Trading Activity

Teekay Tankers (NYSE: TNK) CFO logs RSU vesting, tax withholding and new DER grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

TEEKAY TANKERS LTD. Chief Financial Officer Brody Speers reported routine equity compensation activity tied to restricted stock units and dividend equivalent rights on June 2, 2026. Restricted stock units converted into Class A Common Shares on a one-for-one basis as they vested, and related dividend equivalent rights, each economically equal to one share, were settled in shares.

To cover tax obligations on the vesting, 1,370 Class A Common Shares were withheld at a price of $70.59 per share, a non-market tax-withholding disposition. In total, the filing shows derivative exercises of 2,557.5322 shares and an award of additional dividend equivalent rights, with no open-market buying or selling.

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Insider Speers Brody
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Dividend Equivalent Rights 567.4918 $0.00 $0.00
Exercise Restricted Stock Units 490.6666 $0.00 $0.00
Exercise Restricted Stock Units 2,022.3743 $0.00 $0.00
Exercise Dividend Equivalent Rights 44.4913 $0.00 $0.00
Exercise Class A Common Shares 2,513.0409 $0.00 $0.00
Exercise Class A Common Shares 44.4913 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Shares 1,370 $70.59 $97K
Holdings After Transaction: Restricted Stock Units — 4,534.3557 shares (Direct); Dividend Equivalent Rights — 523.0005 shares (Direct); Class A Common Shares — 1,187.5322 shares (Direct)
Footnotes (6)
  1. F1. The DERs accrued on three outstanding RSU awards and vest proportionately with the RSUs to which they relate. The number of DERs is calculated as of the dividend record date by multiplying the dividend per share ($1.25) by the number of outstanding RSUs, and, to the extent applicable, previously accrued DERs and then dividing the result by the fair value of the common share on the dividend payment date. Each DER is the economic equivalent of one share. Excludes DERs that accrued on outstanding RSUs prior to June 2, 2026, which are reflected in outstanding RSUs.
  2. F2. Restricted stock units (RSUs) convert into Class A Common Shares on a one-for-one basis. The RSUs vested on June 2, 2026. Amounts reported include DERs that accrued on the RSUs prior to June 2, 2026.
  3. F3. Settlement of Dividend Equivalent Rights (DERs) that accrued on June 2, 2026 and were settled in shares on vesting of the related RSUs on June 2, 2026. Excludes DERs that accrued on outstanding RSUs prior to June 2, 2026, which are reflected in outstanding RSUs.
  4. F4. Restricted stock units (RSUs) convert into Class A Common Shares on a one-for-one basis.
  5. F5. Settlement of Dividend Equivalent Rights (DERs) that accrued on June 2, 2026 and were settled in shares on vesting of the related RSUs on June 2, 2026.
  6. F6. Represents shares withheld to pay tax withholding obligations due on the date of vesting of RSUs; not a market transaction.
Tax-withheld shares 1,370 shares at $70.59 Class A Common Shares withheld for tax obligations on June 2, 2026
Derivative exercises 2,557.5322 shares Total shares from derivative exercises (M code) per transaction summary
New DER grant 567.4918 units Dividend Equivalent Rights granted at $0.00 conversion price
RSU conversion ratio 1:1 into Class A shares Restricted stock units convert one-for-one into Class A Common Shares
Dividend per share for DERs $1.25 per share Used to calculate DERs accrued on outstanding RSUs
Restricted Stock Units financial
"Restricted stock units (RSUs) convert into Class A Common Shares on a one-for-one basis."
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.
Dividend Equivalent Rights financial
"Settlement of Dividend Equivalent Rights (DERs) that accrued on June 2, 2026 and were settled in shares"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
tax withholding obligations financial
"Represents shares withheld to pay tax withholding obligations due on the date of vesting of RSUs; not a market transaction."
equity compensation financial
"The activity reflects equity compensation mechanics, not open-market trading, and includes both derivative exercises and an additional grant"
Equity compensation is pay given to employees, executives or contractors in the form of company ownership—such as stock, stock options or restricted shares—rather than just cash. It matters to investors because it can align workers' incentives with shareholders (like paying someone in slices of the same pie they help grow), but it also increases the number of shares outstanding and company expenses, affecting ownership percentages and earnings per share.

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FAQ

What insider transactions did TNK’s CFO report on June 2, 2026?
TNK’s CFO, Brody Speers, reported vesting of restricted stock units and settlement of related dividend equivalent rights into Class A Common Shares. The activity reflects equity compensation mechanics, not open-market trading, and includes both derivative exercises and an additional grant of dividend equivalent rights.

How many Teekay Tankers shares were exercised or converted in this Form 4?
The Form 4 shows derivative exercises totaling 2,557.5322 shares of Class A Common Shares. These arose from restricted stock units and dividend equivalent rights converting into common shares on a one-for-one basis as the awards vested on June 2, 2026, according to the transaction summary and footnotes.

Were any Teekay Tankers (TNK) shares sold on the open market by the CFO?
No open-market sales are reported. The only disposition is 1,370 Class A Common Shares withheld to pay tax obligations at $70.59 per share. A footnote clarifies this withholding is not a market transaction, distinguishing it from typical buy or sell activity in the open market.

What are dividend equivalent rights in this Teekay Tankers Form 4?
Dividend equivalent rights (DERs) are awards economically equivalent to one common share, accruing on outstanding restricted stock units. The number of DERs is calculated using the $1.25 dividend per share and the fair value on the payment date, then settled in shares upon vesting of the related RSUs.

Did Teekay Tankers’ CFO receive new equity awards in this filing?
Yes. The filing reports a grant of 567.4918 dividend equivalent rights at a conversion price of $0.00. These derivative awards are tied to restricted stock units and convert into Class A Common Shares on a one-for-one basis, adding to the CFO’s equity-based compensation position at Teekay Tankers.
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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*
Speers Brody
(Last)(First)(Middle)
SUITE 2100, BENTALL 5
550 BURRARD STREET
(Street)
VANCOUVERV6C2K2
(City)(State)(Zip)
BRITISH COLUMBIA, CANADA
(Country)		2. Issuer Name and Ticker or Trading Symbol
TEEKAY TANKERS LTD. [ TNK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Shares06/02/2026M2,513.0409A(4)2,513.0409D
Class A Common Shares06/02/2026M44.4913A(5)2,557.5322D
Class A Common Shares06/02/2026F1,370(6)D$70.591,187.5322D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Dividend Equivalent Rights(1)06/02/2026A567.4918 (1) (1)Class A Common Shares567.4918$0567.4918D
Restricted Stock Units(2)06/02/2026M490.6666 (2) (2)Class A Common Shares490.6666$0489.6069D
Restricted Stock Units(2)06/02/2026M2,022.3743 (2) (2)Class A Common Shares2,022.3743$04,044.7488D
Dividend Equivalent Rights(3)06/02/2026M44.4913 (3) (3)Class A Common Shares44.4913$0523.0005D
Explanation of Responses:
1. The DERs accrued on three outstanding RSU awards and vest proportionately with the RSUs to which they relate. The number of DERs is calculated as of the dividend record date by multiplying the dividend per share ($1.25) by the number of outstanding RSUs, and, to the extent applicable, previously accrued DERs and then dividing the result by the fair value of the common share on the dividend payment date. Each DER is the economic equivalent of one share. Excludes DERs that accrued on outstanding RSUs prior to June 2, 2026, which are reflected in outstanding RSUs.
2. Restricted stock units (RSUs) convert into Class A Common Shares on a one-for-one basis. The RSUs vested on June 2, 2026. Amounts reported include DERs that accrued on the RSUs prior to June 2, 2026.
3. Settlement of Dividend Equivalent Rights (DERs) that accrued on June 2, 2026 and were settled in shares on vesting of the related RSUs on June 2, 2026. Excludes DERs that accrued on outstanding RSUs prior to June 2, 2026, which are reflected in outstanding RSUs.
4. Restricted stock units (RSUs) convert into Class A Common Shares on a one-for-one basis.
5. Settlement of Dividend Equivalent Rights (DERs) that accrued on June 2, 2026 and were settled in shares on vesting of the related RSUs on June 2, 2026.
6. Represents shares withheld to pay tax withholding obligations due on the date of vesting of RSUs; not a market transaction.
/s/ Brody Speers06/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR