WAT Insider Carpio III Reports 134-Share Tax Withholding

Rhea-AI Filing Summary

Waters Corp (WAT) filed a Form 4 on 26 June 2025 for insider Robert L. Carpio III, Senior Vice President of the Waters Division. On 24 June 2025, the company withheld 134 shares of common stock (transaction code F) at $346.80 per share to cover tax obligations associated with the vesting of previously granted restricted stock units. The withholding represents an estimated tax value of roughly $46.5 thousand. Following the transaction, Carpio directly owns 2,656 shares of WAT. No open-market trading or derivative activity was reported, indicating the event is administrative rather than strategic.

Insights

Equity Analyst

TL;DR: Routine tax-withholding; negligible market impact.

The filing reflects an internal withholding of 134 shares—about 5% of Carpio’s pre-event stake—to settle taxes on vested RSUs. Because it is a code F transaction, no cash proceeds changed hands and neither new dilution nor insider sentiment signals are implied. Remaining ownership of 2,656 shares suggests continued alignment with shareholder interests. Given Waters’ 60 million-plus share count, the quantity is immaterial and should not influence valuation models.

Corporate Governance Specialist

TL;DR: Compliance disclosure; governance posture unchanged.

This Form 4 shows timely Section 16 reporting and proper use of share withholding for tax compliance. The executive remains an officer insider and retains a meaningful equity position, supporting incentive alignment. There are no red flags regarding undisclosed sales, 10b5-1 plan usage, or derivative instruments. Overall governance and insider-ownership profile remain stable.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Carpio Robert L III

Role SVP, Waters Division

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	134	$346.80	$46K

Holdings After Transaction: Common Stock — 2,656 shares (Direct)

Footnotes (1)

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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^*

Carpio Robert L III

(Last) (First) (Middle)

C/O WATERS CORPORATION

34 MAPLE STREET

(Street)

MILFORD MA 01757

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WATERS CORP /DE/ [ WAT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Waters Division

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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	06/24/2025		F		134(1)	D	$346.8	2,656	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 shares of common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting and settlement of previously reported restricted stock units.

	/s/ Michael Lynn, attorney-in-fact for Robert L. Carpio III	06/26/2025
	** 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 WAT report on 24 June 2025?

134 shares were withheld from SVP Robert L. Carpio III to cover taxes on vested RSUs (code F).

How many Waters Corp shares does the insider now hold?

After the withholding, Carpio directly owns 2,656 WAT shares.

Was this an open-market sale or purchase?

No. It was an administrative withholding for tax purposes, not a market transaction.

What price was applied to the withheld shares?

The shares were valued at $346.80 each for tax calculation.

Does this filing signal insider sentiment toward WAT stock?

Likely not; code F transactions are neutral administrative events and do not reflect buy/sell intent.

When was the Form 4 filed?

The document was filed on 26 June 2025, two days after the transaction.