Titan International (TWI) VP uses share withholding to cover tax on vesting stock

Rhea-AI Filing Summary

Titan International Vice President and Chief Accounting Officer James M. Pach reported a routine tax-related share disposition. The company withheld 1,111 shares of common stock at $7.74 per share to satisfy tax obligations tied to vesting restricted stock. After this withholding, Pach directly holds 29,819 common shares. Footnotes state that his holdings include 26,000 restricted shares scheduled to vest in tranches on March 10, 2027, March 10, 2028, and March 10, 2029, indicating a continuing long-term equity position.

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

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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^*

Pach James M

(Last) (First) (Middle)

1525 KAUTZ ROAD, SUITE 600

(Street)

WEST CHICAGO IL 60185

(City) (State) (Zip)

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)
	VP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2026

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	03/14/2026		F		1,111(1)	D	$7.74	29,819(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 26,000 shares of restricted stock which vest as follows: 10,666 on 3/10/27; 8,667 on 3/10/28; and 6,667 on 3/10/29.

Remarks:

	/s/ James M. Pach	03/16/2026
	** 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).
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FAQ

What insider transaction did Titan International (TWI) report for James M. Pach?

Titan International reported that James M. Pach had 1,111 common shares withheld to cover tax obligations. The withholding relates to the vesting of restricted stock, and is a non-market, administrative disposition rather than an open-market sale of shares.

Was the Titan International (TWI) Form 4 transaction an open-market sale?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to pay taxes due on vesting restricted stock, a common administrative mechanism rather than a discretionary trading decision.

How many Titan International (TWI) shares does James M. Pach hold after this filing?

Following the tax withholding, James M. Pach directly holds 29,819 common shares. Footnotes also indicate 26,000 restricted shares that will vest in future years, reflecting a meaningful ongoing equity stake linked to his role at the company.

What price per share was used for the tax withholding in Titan International (TWI)’s Form 4?

The company withheld 1,111 shares of common stock at a price of $7.74 per share. This valuation was used solely to determine the number of shares needed to cover the tax liability from the vesting restricted stock award.

What restricted stock vesting schedule is disclosed for Titan International (TWI) executive James M. Pach?

Footnotes state that Pach holds 26,000 restricted shares vesting in tranches: 10,666 shares on March 10, 2027, 8,667 shares on March 10, 2028, and 6,667 shares on March 10, 2029, supporting long-term alignment with company performance.

Does the Titan International (TWI) Form 4 indicate any remaining derivative securities for James M. Pach?

The filing’s derivative section is empty, indicating no derivative transactions reported in this Form 4. The activity relates only to common stock withheld for taxes, alongside disclosure of outstanding restricted stock scheduled to vest in future years.