Titan International COO covers taxes with shares

TITAN INTERNATIONAL INC executive Max Narancich, COO of Carlstar, reported a routine tax-related share disposition.

Rhea-AI Filing Summary

TITAN INTERNATIONAL INC executive Max Narancich, COO of Carlstar, reported a routine tax-related share disposition. The company withheld 1,461 shares of common stock at $7.54 per share to satisfy tax withholding obligations tied to the vesting of restricted stock, rather than an open-market sale.

After this withholding, Narancich directly holds 85,737 common shares, including 64,334 shares of restricted stock. These restricted shares are scheduled to vest in tranches on 3/10/27, 6/20/27, 3/10/28, and 3/10/29, indicating ongoing equity-based compensation.

Insider Trade Summary

Exercise Price or Tax Liability: 1,461 shares

Exercise Price or Tax Liability 1 txn

Insider NARANCICH MAX

Role COO, Carlstar

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common stock	1,461	$7.54	$11K

Holdings After Transaction: Common stock — 85,737 shares (Direct)

Footnotes (2)

1. F1. Reflects shares of common stock withheld by the company to satisfy tax withholding obligations in connection with the vesting of restricted stock.
2. F2. Includes 64,334 shares of restricted stock which vest as follows: 23,333 on 3/10/27, 6,000 on 6/20/27; 23,334 on 3/10/28; and 11,667 on 3/10/29.

Key Figures

Tax-withheld shares: 1,461 shares Withholding price: $7.54 per share Shares held after transaction: 85,737 shares +5 more

8 metrics

Tax-withheld shares 1,461 shares Shares withheld to satisfy tax obligations on restricted stock vesting

Withholding price $7.54 per share Value per share used for the 1,461 withheld shares

Shares held after transaction 85,737 shares Total common shares directly held by Max Narancich after withholding

Restricted stock total 64,334 shares Restricted shares scheduled to vest for Max Narancich

Vesting on 3/10/27 23,333 shares First large tranche of restricted stock vesting

Vesting on 6/20/27 6,000 shares Additional restricted stock vesting date

Vesting on 3/10/28 23,334 shares Subsequent restricted stock vesting tranche

Vesting on 3/10/29 11,667 shares Final disclosed restricted stock vesting tranche

Key Terms

restricted stock, tax withholding obligations, vesting, Form 4

4 terms

restricted stock financial

"Includes 64,334 shares of restricted stock which vest as follows"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax withholding obligations financial

"withheld by the company to satisfy tax withholding obligations in connection"

vesting financial

"in connection with the vesting of restricted stock"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Titan International (TWI) report for Max Narancich?

Titan International reported that COO Carlstar Max Narancich had 1,461 common shares withheld to cover tax obligations from restricted stock vesting. This Form 4 event is a tax-withholding disposition, not an open-market purchase or sale of Titan International shares.

Was the Titan International (TWI) Form 4 a buy or sell of shares?

The Form 4 reports a tax-withholding disposition, not a traditional buy or sell. Titan International withheld 1,461 shares from Max Narancich to satisfy tax obligations upon restricted stock vesting, so no open-market trading decision was disclosed in this specific transaction.

How many Titan International (TWI) shares does Max Narancich hold after this filing?

After the tax-withholding event, Max Narancich directly holds 85,737 Titan International common shares. This total includes both unrestricted and 64,334 restricted shares that will vest over time, reflecting a continuing equity stake aligned with the company’s long-term performance.

What price was used for the Titan International (TWI) tax-withholding shares?

The withheld shares were valued at $7.54 per Titan International common share. A total of 1,461 shares were retained by the company at this price to cover Max Narancich’s tax liability triggered by the vesting of his restricted stock awards.

What restricted stock vesting schedule does Titan International (TWI) disclose for Max Narancich?

Titan International discloses 64,334 restricted shares for Max Narancich, vesting in tranches: 23,333 shares on 3/10/27, 6,000 on 6/20/27, 23,334 on 3/10/28, and 11,667 on 3/10/29. This schedule outlines his future equity-based compensation milestones.

Does the Titan International (TWI) Form 4 suggest a change in insider sentiment?

This Form 4 mainly reflects tax withholding linked to restricted stock vesting, not an elective market trade. Because Titan International simply withheld shares to cover taxes, it provides limited insight into Max Narancich’s views on the stock’s valuation or outlook.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/22/2026 - 04:49 PM EDT Learn about SEC filing dates

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^*

NARANCICH MAX

(Last) (First) (Middle)

1525 KAUTZ ROAD, SUITE 600

(Street)

WEST CHICAGO ILLINOIS 60185

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
TITAN INTERNATIONAL INC [ TWI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	COO, Carlstar

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2026

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	06/20/2026		F		1,461(1)	D	$7.54	85,737(2)	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 to satisfy tax withholding obligations in connection with the vesting of restricted stock.

2. Includes 64,334 shares of restricted stock which vest as follows: 23,333 on 3/10/27, 6,000 on 6/20/27; 23,334 on 3/10/28; and 11,667 on 3/10/29.

Remarks:

	/s/ Max R. Narancich	06/22/2026
	** 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)