Upbound Group (UPBD) EVP has 874 shares withheld for tax liability

Rhea-AI Filing Summary

Upbound Group executive Ralph T. Montrone reported a tax-related share disposition rather than an open-market trade. On February 26, 2026, 874 shares of common stock at $21.54 per share were withheld to cover taxes on time-based restricted stock units that vested the same day after two years of continuous employment from the February 26, 2024 grant date. Following this withholding, he directly owns 66,949 shares, which the disclosure notes include both common stock and 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^*

Montrone Ralph T.

(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, Acima

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		F		874(1)	D	$21.54	66,949(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. Number of shares withheld to cover taxes with respect to time-based restricted stock units which vested on February 26, 2026 (upon completion of two years of continuous employment from grant date of February 26, 2024).

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

Remarks:

	/s/ Bryan Pechersky, attorney-in-fact	02/27/2026
	** 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.

FAQ

What insider transaction did UPBD executive Ralph T. Montrone report?

Ralph T. Montrone reported a tax-withholding disposition of 874 UPBD common shares. The shares were withheld to cover taxes on time-based restricted stock units that vested after two years of continuous employment from the February 26, 2024 grant date.

Was the UPBD Form 4 transaction an open-market sale of shares?

No, the Form 4 transaction was not an open-market sale. The 874 UPBD shares were withheld to satisfy tax obligations related to vesting restricted stock units, described as a payment of tax liability by delivering securities rather than a discretionary sale.

At what price were the 874 UPBD shares withheld for taxes?

The 874 UPBD common shares were withheld at $21.54 per share. This price is used to value the tax-withholding disposition related to time-based restricted stock units that vested on February 26, 2026 under Ralph T. Montrone’s compensation plan.

How many UPBD shares does Ralph T. Montrone own after the reported transaction?

After the tax-withholding disposition, Ralph T. Montrone directly owns 66,949 UPBD shares. The disclosure explains this figure includes both common stock and unvested restricted stock units, reflecting his combined equity stake under the company’s compensation arrangements.

What triggered the vesting of Ralph T. Montrone’s restricted stock units at UPBD?

The restricted stock units vested upon completion of two years of continuous employment. They were granted on February 26, 2024 and vested on February 26, 2026, triggering the tax-withholding disposition of 874 UPBD common shares to cover associated tax obligations.