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  4. [Form 4] PRICE T ROWE GROUP INC Insider Trading Activity

Director awarded 1,899 RSUs at Price T Rowe Group Inc (NYSE: TROW)

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

Rhea-AI Filing Summary

STEVENS ROBERT J reported acquisition or exercise transactions in this Form 4 filing.

PRICE T ROWE GROUP INC director Robert J. Stevens received an equity award of 1,899 restricted stock unit shares under the 2017 Non-Employee Director Equity Plan. The award was granted at $105.33 per share and increases his direct holdings to 24,431.665 shares of common stock.

The restricted stock unit shares and accrued dividends will vest in full upon the earlier of next year’s annual meeting, his death, a determination of total and permanent disability, or immediately before a qualifying change in control.

Positive

  • None.

Negative

  • None.
Insider STEVENS ROBERT J
Role null
Type Security Shares Price Value
Grant/Award Common Stock 1,899 $0.00 --
Holdings After Transaction: Common Stock — 24,431.665 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Equity award size 1,899 shares Restricted stock unit shares granted to director
Grant price $105.33 per share Closing TROW share price on May 8, 2026 used for award
Post-award holdings 24,431.665 shares Director’s direct common stock ownership after the grant
Transaction shares recorded 1,899.0000 shares Non-derivative common stock acquisition on Form 4
Transaction date May 8, 2026 Date of restricted stock unit grant
Restricted Stock Unit financial
"this Restricted Stock Unit shares was issued at $105.33 per share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
2017 Non-Employee Director Equity Plan financial
"Pursuant to the 2017 Non-Employee Director Equity Plan, this Restricted Stock Unit"
Total and Permanent Disability financial
"the date on which it has been determined that the award holder suffered, a Total and Permanent Disability"
Change in Control financial
"the date on which a Change in Control occurs, in which case the vesting will take place"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
Form 4 Insider Transactions: What Each Field Means →
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*
STEVENS ROBERT J
(Last)(First)(Middle)
1307 POINT STREET
(Street)
BALTIMORE MARYLAND 21231
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
PRICE T ROWE GROUP INC [ TROW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026		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
Common Stock05/08/2026A1,899(1)A$0.0024,431.665D
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
Explanation of Responses:
1. Pursuant to the 2017 Non-Employee Director Equity Plan, this Restricted Stock Unit shares was issued at $105.33 per share, the closing price of TROW shares on May 8, 2026. The forfeiture provisions of the Stock Unit Shares and all accrued dividends attributed to such Stock Unit Shares, will vest in full and become nonforfeitable upon the earliest of the following dates: (a) the day immediately prior to the Annual Meeting that occurs in the next calendar year following the year in which the Award Shares were granted as reflected on the Notice, (b) date of death, (c) the date on which it has been determined that the award holder suffered, a Total and Permanent Disability, or (d) the date on which a Change in Control occurs, in which case the vesting will take place immediately before and contingent upon the occurrence of the Change in Control.
Remarks:
Cheryl L. Emory, Assistant Corporate Secretary, POA for Stevens, Robert J.05/11/2026
** 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

FAQ

What insider transaction did Robert J. Stevens report for PRICE T ROWE GROUP INC (TROW)?

Robert J. Stevens reported receiving an equity award of 1,899 restricted stock unit shares of PRICE T ROWE GROUP INC common stock. The grant was recorded as a Form 4 transaction and represents a compensation-related award rather than an open-market purchase or sale of shares.

How many restricted stock units did the TROW director receive in this grant?

The director received 1,899 restricted stock unit shares in this grant. These shares were issued under the company’s 2017 Non-Employee Director Equity Plan and add to his existing holdings, bringing his direct ownership to a total of 24,431.665 shares of common stock after the award.

At what price were the PRICE T ROWE GROUP INC restricted stock units granted?

The restricted stock unit shares were issued at $105.33 per share, matching the closing price of TROW shares on May 8, 2026. This price serves as the grant value reference for the award made under the 2017 Non-Employee Director Equity Plan to the non-employee director.

When will Robert J. Stevens’ TROW restricted stock unit shares fully vest?

The restricted stock unit shares and related dividends vest in full at the earliest of several dates. Vesting occurs before next year’s annual meeting, upon his death, upon a determination of total and permanent disability, or immediately before and contingent upon a qualifying change in control event.

How many PRICE T ROWE GROUP INC shares does Robert J. Stevens own after this Form 4 transaction?

Following this equity award, Robert J. Stevens directly owns 24,431.665 shares of PRICE T ROWE GROUP INC common stock. This total includes the newly granted 1,899 restricted stock unit shares reported in the Form 4 and reflects his direct ownership position after the compensation-related transaction.

Is the reported TROW Form 4 transaction a market purchase or a compensation award?

The reported transaction is a compensation-related equity award, not a market purchase or sale. The 1,899 restricted stock unit shares were granted under the 2017 Non-Employee Director Equity Plan, with no cash paid per share and vesting tied to service and specified triggering events.