Form 4: Agilent SVP DiMarco Granted 6,922 RSUs
Insider Transaction Report (Form 4)
Agilent Technologies Senior Vice President Bret DiMarco was granted 6,922 Restricted Stock Units under the company's 2018 Stock Plan, increasing his beneficial ownership to 12,535.056 shares.
Summary
- Bret DiMarco, Senior Vice President of Agilent Technologies, Inc., was granted 6,922 shares of Common Stock in the form of Restricted Stock Units (RSUs).
- The transaction date for this grant is November 18, 2025, with a price of $0 per unit.
- These Restricted Stock Units were granted under the Agilent Technologies, Inc. 2018 Stock Plan and are compliant with Rule 16b-3.
- The RSUs will vest in four equal annual installments, with the first vesting date on November 18, 2026.
- Following this transaction, Bret DiMarco's total beneficial ownership of Agilent Common Stock is 12,535.056 shares.
- This beneficial ownership includes 137.654 shares acquired through an Employee Stock Purchase Plan (ESPP) under Section 423 of the Internal Revenue Code, which is exempt under Rule 16b-3.
- The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Sentiment
Score: 6
Explanation: The filing reports a routine executive compensation event (RSU grant) which is generally a neutral to slightly positive signal, indicating ongoing executive incentive alignment and standard corporate governance practices. It does not contain information that would significantly alter the company's fundamental outlook.
Positives
- The grant of Restricted Stock Units aligns the Senior Vice President's interests with long-term shareholder value.
- The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-planned and transparent approach to insider trading compliance.
- Increased beneficial ownership by a key executive demonstrates continued commitment to the company.
Future Outlook
The granted Restricted Stock Units are scheduled to vest in four equal annual installments, commencing on November 18, 2026, providing a clear future incentive structure for the Senior Vice President.
Management Comments
- Senior Vice President Bret DiMarco participated in the company's 2018 Stock Plan, receiving a grant of Restricted Stock Units as part of his compensation package.
- The transaction was pre-planned under a Rule 10b5-1(c) plan, demonstrating adherence to insider trading regulations.
Industry Context
The grant of Restricted Stock Units to a Senior Vice President is a standard practice in executive compensation across the technology and life sciences industries. This method is widely used by companies to attract, retain, and incentivize key management personnel by aligning their financial interests with the long-term performance and shareholder value of the company.
Comparison to Industry Standards
- The RSU grant structure, with multi-year vesting, is consistent with executive compensation practices observed at comparable companies in the life sciences and diagnostics sector, such as Thermo Fisher Scientific Inc. and Danaher Corporation, which often utilize equity awards to foster long-term commitment.
- The use of a Rule 10b5-1(c) plan for this transaction aligns with best practices in corporate governance, ensuring transparency and mitigating concerns about opportunistic insider trading, a standard adopted by many S&P 500 companies.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Executive Compensation Policy | Grant of Restricted Stock Units under the Agilent Technologies, Inc. 2018 Stock Plan, aligning executive incentives with long-term company performance. | 11/18/2025 | Enhances executive retention and motivation by linking compensation to future stock performance, fostering alignment with shareholder interests. |
| Insider Trading Compliance | Transaction made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged trading plan designed to comply with insider trading regulations. | N/A | Strengthens corporate governance by demonstrating a proactive approach to preventing insider trading and promoting transparency in executive stock transactions. |
Stakeholder Impact
- Shareholders: The RSU grant aligns executive interests with long-term shareholder value, potentially leading to more sustained growth strategies.
- Employees: Standard executive compensation practices can positively influence overall employee morale and perception of fair compensation structures within the company.
- Management: Provides a significant long-term incentive for the Senior Vice President, encouraging continued dedication and performance.
Next Steps
- The Restricted Stock Units will begin vesting in four equal annual installments starting on November 18, 2026.
Key Dates
| Date | Description |
|---|---|
| 11/18/2025 | Date of the RSU grant transaction. |
| 11/18/2026 | First vesting date for the Restricted Stock Units, with subsequent vesting in three equal annual installments thereafter. |
| 11/20/2025 | Date the Form 4 filing was signed by Bret DiMarco. |
Recommendation
holdThis Form 4 filing reports a routine executive compensation event (RSU grant) and does not contain new material information that would fundamentally alter the investment thesis for Agilent Technologies. While it indicates continued executive alignment, it is not a catalyst for a change in recommendation.
Keywords
Agilent Technologies, A, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU Grant, Executive Compensation, Bret DiMarco, Stock Plan, Rule 10b5-1
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