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Wealthfront (NASDAQ: WLTH) CLO exercises RSUs, shares withheld for tax

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Wealthfront Corp’s Chief Legal and Compliance Officer Lauren Lin reported routine equity compensation activity. On March 15, 2026, she exercised restricted stock units covering 40,626 shares of Common Stock at a conversion price of $0.00 per share.

On March 16, 2026, 14,707 shares of Common Stock were withheld at $7.86 per share to satisfy tax obligations, which is recorded as a disposition but is not an open-market sale. After these transactions, Lin directly holds 141,190 shares of Wealthfront Common Stock.

Positive

  • None.

Negative

  • None.
Insider Lin Lauren
Role CLO, CCO and Secretary
Type Security Shares Price Value
Tax Withholding Common Stock 14,707 $7.86 $116K
Exercise Restricted Stock Units 1,216 $0.00 --
Exercise Restricted Stock Units 12,500 $0.00 --
Exercise Restricted Stock Units 9,375 $0.00 --
Exercise Restricted Stock Units 4,688 $0.00 --
Exercise Restricted Stock Units 12,847 $0.00 --
Exercise Common Stock 1,216 $0.00 --
Exercise Common Stock 12,500 $0.00 --
Exercise Common Stock 9,375 $0.00 --
Exercise Common Stock 4,688 $0.00 --
Exercise Common Stock 12,847 $0.00 --
Holdings After Transaction: Common Stock — 141,190 shares (Direct); Restricted Stock Units — 0 shares (Direct)
Footnotes (1)
  1. The transaction represents the number of shares of Common Stock withheld by the Issuer to satisfy tax withholding liabilities in connection with the net settlement of restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon settlement. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on June 15, 2022. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on March 15, 2023. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of December, March, June, and September, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on December 15, 2023. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of December, March, June, and September, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on December 15, 2024. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of December, March, June, and September, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on December 15, 2025.
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*
Lin Lauren

(Last) (First) (Middle)
C/O WEALTHFRONT CORPORATION
261 HAMILTON AVENUE

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WEALTHFRONT CORP [ WLTH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CLO, CCO and Secretary
3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026
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 03/15/2026 M 1,216 A $0 116,487 D
Common Stock 03/15/2026 M 12,500 A $0 128,987 D
Common Stock 03/15/2026 M 9,375 A $0 138,362 D
Common Stock 03/15/2026 M 4,688 A $0 143,050 D
Common Stock 03/15/2026 M 12,847 A $0 155,897 D
Common Stock 03/16/2026 F(1) 14,707 D $7.86 141,190 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
Restricted Stock Units (2) 03/15/2026 M 1,216 (3) (4) Common Stock 1,216 $0 0 D
Restricted Stock Units (2) 03/15/2026 M 12,500 (5) (4) Common Stock 12,500 $0 37,500 D
Restricted Stock Units (2) 03/15/2026 M 9,375 (6) (4) Common Stock 9,375 $0 56,250 D
Restricted Stock Units (2) 03/15/2026 M 4,688 (7) (4) Common Stock 4,688 $0 46,875 D
Restricted Stock Units (2) 03/15/2026 M 12,847 (8) (4) Common Stock 12,847 $0 179,857 D
Explanation of Responses:
1. The transaction represents the number of shares of Common Stock withheld by the Issuer to satisfy tax withholding liabilities in connection with the net settlement of restricted stock units.
2. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon settlement.
3. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of June, September, December, and March, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on June 15, 2022.
4. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.
5. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on March 15, 2023.
6. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of December, March, June, and September, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on December 15, 2023.
7. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of December, March, June, and September, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on December 15, 2024.
8. The award vested or vests as to 1/16 of the total award quarterly on the fifteenth calendar day of December, March, June, and September, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche vested on December 15, 2025.
/s/ Lauren Lin 03/17/2026
** 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 did Wealthfront (WLTH) executive Lauren Lin report in this Form 4?

Lauren Lin reported routine equity compensation activity involving restricted stock units and related tax withholding. She exercised RSUs into Common Stock, then had shares withheld to cover tax liabilities, a non-market disposition commonly seen when awards vest or settle.

How many Wealthfront (WLTH) restricted stock units did Lauren Lin exercise?

Lauren Lin exercised restricted stock units covering 40,626 underlying shares of Wealthfront Common Stock. These RSUs converted at a $0.00 per share exercise price, reflecting standard settlement of equity awards rather than an open-market stock purchase at prevailing trading prices.

How many Wealthfront (WLTH) shares were withheld for Lauren Lin’s taxes?

A total of 14,707 shares of Wealthfront Common Stock were withheld at $7.86 per share to satisfy tax withholding liabilities. This F-code transaction represents payment of tax obligations, not a discretionary open-market sale of stock by the reporting executive.

What are Lauren Lin’s Wealthfront (WLTH) share holdings after these transactions?

Following the reported RSU exercises and tax withholding, Lauren Lin directly owns 141,190 shares of Wealthfront Common Stock. This figure reflects her post-transaction position as disclosed, giving a snapshot of her ongoing equity stake after the compensation-related activity.

What do the M and F transaction codes mean in Wealthfront (WLTH) Form 4?

M-coded entries show exercises or conversions of restricted stock units into Common Stock at a stated price, here $0.00. The F-coded entry reflects shares withheld by the issuer to cover tax liabilities, which is recorded as a disposition but not an open-market sale.

Are Lauren Lin’s Wealthfront (WLTH) Form 4 transactions open-market buys or sells?

No, the filing shows compensation-related RSU exercises and tax withholding, not open-market trades. M-code entries are derivative exercises, and the single F-code entry represents shares withheld to pay taxes, rather than discretionary purchases or sales on the public market.