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

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

Rhea-AI Filing Summary

Robert F. MacLellan, a director of T. Rowe Price Group (TROW), reported option exercise and a subsequent sale on 09/22/2025. He exercised stock options to acquire 4,417 shares at a conversion/exercise price of $72.8212 per share, and immediately or subsequently sold 3,090 of those shares at prices in the $104.95 to $105.04 range (reported average price shown as $105.0052). After these transactions his beneficial ownership is reported as 47,334.6544 shares. The filing includes a note that the seller will provide a breakdown of shares sold at each separate price on request.

Positive

  • Transparent reporting of exercise and sale details including transaction codes and price range
  • Continued substantial ownership after transactions: 47,334.6544 shares remain beneficially owned

Negative

  • Partial sale of exercised shares reduces insider-held common stock by 3,090 shares
  • Price allocation not itemized in the filing; per-price breakdown is available only upon request

Insights

TL;DR: A director exercised options and sold a portion at roughly $105, maintaining significant ownership.

From an insider-activity perspective this is a routine option exercise followed by a partial disposition. The exercise price of $72.8212 versus realized sale prices near $105 indicates the director captured a material spread per share on the sold portion. The report lists total beneficial ownership of 47,334.6544 shares after the transactions, which is relevant for assessing continued alignment with shareholders. The filing properly discloses a price range for the sale and offers to supply per-price allocation on request.

TL;DR: Disclosure is complete for Section 16 purposes; transactions appear routine and documented.

The Form 4 shows required details: transaction codes, quantities, exercise and sale prices, and post-transaction holdings. The use of Code M (exercise/exchange of derivative) and a contemporaneous sale is common for option exercises where proceeds cover taxes or liquidity needs. The filing includes an explanatory remark about price ranges, which preserves transparency for compliance reviewers and investors seeking granular trade details.

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
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*
MacLellan Robert F.

(Last) (First) (Middle)
C/O T. ROWE PRICE GROUP, INC.
1307 POINT STREET

(Street)
BALTIMORE MD 21231

(City) (State) (Zip)
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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/22/2025
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 09/22/2025 M 4,417 A $72.8212 50,424.6544 D
Common Stock 09/22/2025 S 3,090 D $105.0052(1) 47,334.6544 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
Stock Option $72.8212 09/22/2025 M 4,417 04/26/2016 10/27/2025 Common Stock 4,417 $0.00 0.00 D
Explanation of Responses:
1. The range of prices for this transaction were $104.95 to $105.04. Will provide upon request by the commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
Remarks:
/s/ Power of Attorney Cheryl L Emory, Assistant Corporate Secretary 09/23/2025
** Signature of Reporting Person Date
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.

FAQ

What transactions did TROW director Robert F. MacLellan report on Form 4?

He exercised 4,417 option shares at a $72.8212 exercise price and sold 3,090 shares at prices ranging $104.95–$105.04 on 09/22/2025.

How many TROW shares does the reporting person own after these transactions?

47,334.6544 shares beneficially owned following the reported transactions.

What does transaction code M mean on this Form 4 for TROW?

Code M indicates a transaction resulting from the exercise or conversion of a derivative security, as reported for the 4,417 shares.

At what price were the sold TROW shares reported?

Sale prices ranged from $104.95 to $105.04, with the filing showing $105.0052 as the reported price and offering detailed allocation on request.

Was the Form 4 filed individually or jointly for TROW insider activity?

The form was filed by one reporting person (individual filing).
T Rowe Price Grp

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