TransUnion (NYSE: TRU) CFO logs 18,253-share tax withholding on vested performance units

Rhea-AI Filing Summary

TransUnion EVP & CFO Todd M. Cello reported an automatic share withholding tied to equity compensation, not an open-market trade. On the vesting of performance share units granted on June 1, 2023, the company withheld 18,253 shares of common stock at $68.60 per share to cover tax liabilities. After this tax-withholding disposition, Cello directly holds 149,698 shares of TransUnion common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cello Todd M

Role EVP & CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	18,253	$68.60	$1.25M

Holdings After Transaction: Common Stock — 149,698 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares withheld for taxes: 18,253 shares Withholding price: $68.60 per share Shares held after transaction: 149,698 shares +1 more

4 metrics

Shares withheld for taxes 18,253 shares Tax-withholding disposition on performance share unit vesting

Withholding price $68.60 per share Value used for tax-withholding shares

Shares held after transaction 149,698 shares Direct holdings following tax withholding

Tax-withholding transactions 1 transaction, 18,253 shares Summary of F-code tax-withholding disposition

Key Terms

performance share units, tax liability, withheld, tax-withholding disposition

4 terms

performance share units financial

"vesting of performance share units granted on June 1, 2023"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

tax liability financial

"in payment of tax liability incident to the vesting"

withheld financial

"Reflects shares of Common Stock withheld by the Company"

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 Insider Transactions: What Each Field Means →

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^*

Cello Todd M

(Last) (First) (Middle)

C/O TRANSUNION

555 WEST ADAMS STREET

(Street)

CHICAGO ILLINOIS 60661

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TransUnion [ TRU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/18/2026		F(1)		18,253	D	$68.6	149,698	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

Explanation of Responses:

1. Reflects shares of Common Stock withheld by the Company in payment of tax liability incident to the vesting of performance share units granted on June 1, 2023.

Remarks:

	/s/ Rachel Mantz, by power of attorney	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did TransUnion (TRU) EVP & CFO Todd Cello report in this Form 4?

Todd Cello reported a tax-withholding disposition, not an open-market trade. The company withheld shares of TransUnion common stock to cover taxes due on vesting performance share units granted on June 1, 2023.

How many TransUnion (TRU) shares were withheld for Todd Cello’s taxes?

The company withheld 18,253 shares of TransUnion common stock. These shares were used to satisfy tax liability arising from the vesting of performance share units, a common mechanism in equity-based executive compensation programs.

At what price were Todd Cello’s withheld TransUnion (TRU) shares valued?

The withheld shares were valued at $68.60 per share. This price is used to determine the number of shares required to satisfy the tax liability related to the vesting performance share units granted on June 1, 2023.

How many TransUnion (TRU) shares does Todd Cello hold after this Form 4 transaction?

After the tax-withholding disposition, Todd Cello directly holds 149,698 shares of TransUnion common stock. This figure reflects his remaining ownership following the automatic share withholding for taxes on vested performance share units.

Was this TransUnion (TRU) Form 4 an open-market sale by Todd Cello?

No, it was not an open-market sale. The Form 4 shows a tax-withholding disposition where TransUnion withheld shares to cover tax liability from vesting performance share units, a routine administrative step in stock-based compensation.