UPBOUND GROUP (NYSE: UPBD) EVP receives 21,130 RSUs, withholds shares for taxes

Rhea-AI Filing Summary

UPBOUND GROUP, INC. executive Bryan J. Pechersky, EVP, General Counsel and Corporate Secretary, reported stock-based compensation and related tax withholding transactions. On February 23, 2026, he acquired 21,130 shares of common stock as a grant/award at $22.78 per share, in the form of restricted stock units that vest in three annual installments starting February 23 of the next three years, subject to continued employment.

On February 24, 2026, the filing shows two tax-withholding dispositions under code F, where 529 shares and 682 shares of common stock were withheld at $21.36 per share to cover taxes on time-based restricted stock units that vested that day from prior grants. After these transactions, Pechersky directly owned 44,383 shares of common stock, including unvested restricted stock units.

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^*

Pechersky Bryan J

(Last) (First) (Middle)

5501 HEADQUARTERS DRIVE

(Street)

PLANO TX 75024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UPBOUND GROUP, INC. [ UPBD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, GC and Corp Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		A		21,130(1)	A	$22.78	45,594(2)	D
COMMON STOCK	02/24/2026		F		529(3)	D	$21.36	45,065(2)	D
COMMON STOCK	02/24/2026		F		682(4)	D	$21.36	44,383(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. Represents restricted stock units which vest annually in one-third increments on February 23 of each of the next three years provided that the reporting person has been continuously employed by the issuer as of each such vesting date.

2. Includes shares of common stock and unvested restricted stock units.

3. Number of shares withheld to cover taxes with respect to time-based restricted stock units which vested on February 24, 2026 (upon completion of three years of continuous employment from grant date of February 24, 2023).

4. Number of shares withheld to cover taxes with respect to time-based restricted stock units which vested on February 24, 2026 (upon completion of one year of continuous employment from grant date of February 24, 2025).

Remarks:

	/s/ Bryan Pechersky	02/25/2026
	** 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.
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FAQ

What insider transactions did UPBD executive Bryan Pechersky report?

Bryan Pechersky reported a stock award and related tax withholding. He received 21,130 restricted stock units on February 23, 2026, then had 529 and 682 shares withheld on February 24, 2026 to cover taxes on vesting restricted stock units.

How many UPBD shares did Bryan Pechersky acquire in the latest grant?

He acquired 21,130 shares through a restricted stock unit grant. These RSUs vest in one-third increments on February 23 of each of the next three years, assuming continuous employment with UPBOUND GROUP, INC. through each vesting date.

Why were UPBD shares disposed of in Bryan Pechersky’s Form 4 filing?

The disposals were tax-withholding transactions, not open-market sales. A total of 529 and 682 shares were withheld at $21.36 per share to cover taxes on time-based restricted stock units that vested on February 24, 2026 from earlier grants.

What does the F transaction code mean in Bryan Pechersky’s UPBD filing?

The F code indicates shares were used to pay tax liabilities or exercise price. In this case, UPBOUND GROUP, INC. withheld 529 and 682 shares of common stock to satisfy taxes due when time-based restricted stock units vested on February 24, 2026.

How many UPBD shares does Bryan Pechersky hold after these transactions?

After the award and tax-withholding entries, he directly held 44,383 shares. This figure includes both common stock and unvested restricted stock units, as specified in the footnotes accompanying the Form 4 insider transaction report.

How do the new UPBD restricted stock units for Bryan Pechersky vest?

The 21,130 restricted stock units vest annually in one-third portions. Vesting occurs on February 23 in each of the next three years, provided Bryan Pechersky remains continuously employed by UPBOUND GROUP, INC. on each applicable vesting date.