RSU tax-withholding share disposals reported at W. P. Carey (WPC)

Rhea-AI Filing Summary

W. P. Carey Inc. Managing Director Gordon G. Brooks reported four tax-withholding dispositions of common stock on February 15, 2026. In total, 3,025 shares were withheld at $74.20 per share to satisfy tax liabilities tied to vesting and settlement of restricted stock units granted on January 24, 2023, January 23, 2024, and January 21, 2025. After these transactions, he directly owned 170,132.31 shares of W. P. Carey common stock.

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^*

Gordon Brooks G.

(Last) (First) (Middle)

C/O W. P. CAREY INC.

ONE MANHATTAN WEST, 395 9TH AVE, 58TH FL

(Street)

NEW YORK NY 10001

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
W. P. Carey Inc. [ WPC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Managing Director

3. Date of Earliest Transaction (Month/Day/Year)
02/15/2026

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	02/15/2026		F		648(1)	D	$74.2(1)	172,509.31	D
Common Stock	02/15/2026		F		517(2)	D	$74.2(2)	171,992.31(2)	D
Common Stock	02/15/2026		F		868(2)	D	$74.2(2)	171,124.31(2)	D
Common Stock	02/15/2026		F		992(3)	D	$74.2(3)	170,132.31(3)	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 the payment of tax liability by withholding shares in connection with the vesting and settlement of restricted stock units ("RSUs") originally granted on January 24, 2023, with a three-year vesting period beginning on February 15, 2024.

2. Represents the payment of tax liability by withholding shares in connection with the vesting and settlement of RSUs originally granted on January 23, 2024, with a three-year vesting period beginning on February 15, 2025.

3. Represents the payment of tax liability by withholding shares in connection with the vesting and settlement of RSUs originally granted on January 21, 2025, with a three-year vesting period beginning on February 15, 2026.

Remarks:

	/s/ Stephen Gardella, Attorney-in-Fact	02/18/2026
	** 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 WPC insider Gordon G. Brooks report on this Form 4?

Gordon G. Brooks reported four tax-withholding share dispositions in W. P. Carey common stock. These transactions covered tax liabilities from vesting restricted stock units, rather than open-market sales, and left him with 170,132.31 directly owned shares afterward.

How many W. P. Carey (WPC) shares were used for tax withholding?

A total of 3,025 W. P. Carey common shares were withheld to cover tax liabilities. The dispositions occurred at a price of $74.20 per share in connection with the vesting and settlement of multiple restricted stock unit grants.

What type of transactions are shown in this WPC Form 4 filing?

All reported transactions are Form 4 code F tax-withholding dispositions of common stock. They represent shares withheld to pay tax liabilities when restricted stock units vested and settled, rather than discretionary open-market purchases or sales by the insider.

What is Gordon G. Brooks’s WPC share ownership after these transactions?

Following the reported tax-withholding dispositions, Gordon G. Brooks directly owns 170,132.31 shares of W. P. Carey common stock. This figure reflects his remaining direct holdings after all four Form 4 code F transactions on February 15, 2026.

Which restricted stock unit grants triggered the WPC tax-withholding dispositions?

The tax-withholding share dispositions relate to RSUs granted on January 24, 2023, January 23, 2024, and January 21, 2025. Each grant carries a three-year vesting period, and shares were withheld upon vesting and settlement to satisfy associated tax obligations.

Did the WPC insider make any open-market buys or sells in this Form 4?

No open-market buys or sells are reported in this Form 4. All four transactions are code F tax-withholding dispositions, where shares were withheld by the issuer to cover tax liabilities at vesting of restricted stock units.