Form 4: ATI CEO Fields Reports Significant Equity Transactions

ATI Inc.'s President, CEO, and Director, Kimberly A. Fields, reported multiple equity transactions including RSU awards, PSU settlements, and tax-related share withholdings on January 5, 2026.

Summary

• Kimberly A. Fields, President, CEO, and Director of ATI Inc., reported several equity transactions on January 5, 2026.
• An award of 12,510 restricted stock units (RSUs) was granted, which will settle in shares upon vesting in three equal annual installments.
• 98,620 Performance Stock Units (PSUs) from the 2022 Breakout Performance Units were settled, following the certification of target market price achievement by the Compensation and Leadership Development Committee (CLDC). The remaining half of these units are scheduled for payout in early 2027.
• 82,216 performance-vested restricted stock units (2023-2025 PSUs) were settled, following the CLDC's certification of the Issuer's total shareholder return relative to a specified peer group.
• A total of 78,251 shares were withheld for the payment of taxes in connection with the settlement of the 2022 Breakout Performance Units (38,871 shares), the 2023-2025 PSUs (32,352 shares), and the vesting of 2023, 2024, and 2025 RSU awards (7,028 shares).
• The average of the high and low trading prices for the shares withheld for taxes was $121.08 on January 5, 2026.
• Following these transactions, Kimberly A. Fields' direct beneficial ownership of Common Stock, par value $0.10 per share, stands at 317,763 shares.

Sentiment

Score: 7

Explanation: The filing indicates the successful achievement of performance criteria for various equity awards, leading to the settlement of Performance Stock Units for the CEO. While routine for executive compensation, the performance-based vesting suggests positive company performance.

Positives

• The Compensation and Leadership Development Committee (CLDC) certified the achievement of relevant performance criteria for both the 2022 Breakout Performance Units and the 2023-2025 PSUs, indicating successful company performance against set targets.
• The settlement of performance-based equity awards demonstrates the company's ability to meet market price and total shareholder return objectives.

Negatives

• A significant number of shares, totaling 78,251, were withheld for tax payments, reducing the direct beneficial ownership of the reporting person.

Future Outlook

The remaining half of the 2022 Breakout Performance Units are scheduled to become payable in early 2027, contingent on their original terms.

Industry Context

This Form 4 filing details routine executive equity compensation, which is a standard practice across industries for aligning management incentives with shareholder interests. The successful vesting of performance-based awards suggests that ATI Inc. met specific internal or market-based performance targets, a common feature in executive compensation plans designed to reward strong company performance.

Stakeholder Impact

• Shareholders: The successful vesting of performance-based awards indicates that the company met specific performance targets, which is generally positive for shareholder value. However, the tax-related share withholdings represent a reduction in the CEO's direct ownership.

Next Steps

• The remaining half of the 2022 Breakout Performance Units are scheduled to become payable in early 2027.

Key Dates

Keywords

ATI Inc., ATI, Form 4, Insider Transaction, Equity Compensation, Restricted Stock Units, Performance Stock Units, CEO, Director, Share Ownership, Executive Compensation