Tax-withholding share dispositions by W. P. Carey (WPC) CAO Zander

Rhea-AI Filing Summary

W. P. Carey Inc. Chief Accounting Officer Brian H. Zander reported two tax-withholding dispositions of common stock tied to restricted stock unit (RSU) vesting. On February 15, 2026, 159 and 476 shares were withheld at $74.20 per share to cover tax liabilities from RSUs granted in January 2023 and January 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

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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^*

Zander Brian H

(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)
	Chief Accounting Officer

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		159(1)	D	$74.2(1)	14,791.3673	D
Common Stock	02/15/2026		F		476(2)	D	$74.2(2)	14,315.3673	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 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).
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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 W. P. Carey (WPC) report for Brian H. Zander?

Brian H. Zander reported two tax-withholding dispositions of W. P. Carey common stock. On February 15, 2026, 159 and 476 shares were withheld to satisfy tax liabilities related to vesting restricted stock units granted in January 2023 and January 2025.

Were the WPC insider transactions open-market sales or tax withholding?

The WPC insider transactions were tax-withholding dispositions, not open-market sales. Shares were withheld to pay tax liabilities upon vesting and settlement of restricted stock units, as indicated by transaction code F and the accompanying footnotes describing RSU-related tax payments.

At what price were W. P. Carey (WPC) shares withheld for Brian H. Zander’s taxes?

The withheld W. P. Carey shares were valued at $74.20 per share. This price applied to both tax-withholding dispositions on February 15, 2026, when 159 shares and 476 shares of common stock were used to satisfy RSU-related tax obligations for Brian H. Zander.

Which RSU grants triggered the WPC tax-withholding share dispositions?

The dispositions related to RSUs originally granted on January 24, 2023, and January 21, 2025. Each grant carried a three-year vesting period beginning February 15, 2024, and February 15, 2026, respectively, and share withholding covered tax liabilities upon vesting and settlement.

How many WPC shares were involved in Brian H. Zander’s Form 4 tax-withholding?

A total of 635 W. P. Carey shares were involved, split into 159 and 476 shares. Both represent tax-withholding dispositions of common stock used to pay liabilities arising from the vesting and settlement of restricted stock units on February 15, 2026.

What does transaction code F mean in the WPC Form 4 for Brian H. Zander?

Transaction code F indicates payment of tax liability or exercise price by delivering securities. In this WPC filing, it shows that common shares were withheld from Brian H. Zander’s RSU vesting to cover taxes, rather than being sold in the open market.