Form 4: Bausch Health CEO Reports Share Disposals, PSU Cash-Out
Insider Transaction Report
Bausch Health CEO Thomas Appio reported the disposal of common shares for tax obligations and the cash settlement of over 1.1 million performance share units.
Summary
- Thomas Appio, Chief Executive Officer and Director of Bausch Health Companies Inc., reported transactions involving the company's common shares.
- On February 27, 2026, 83,093 common shares were disposed of at a price of $5.93 per share to satisfy tax withholding obligations upon the vesting of Restricted Share Units (RSUs).
- On March 2, 2026, an additional 83,705 common shares were disposed of at $5.95 per share for tax withholding obligations related to RSU vesting.
- Also on March 2, 2026, 1,137,862 performance share unit (PSU) awards, originally granted on March 2, 2023, were settled in cash at a price of $5.95 per share.
- These PSUs were earned on February 9, 2026, following certification by the Talent and Compensation Committee of the Board of Directors regarding the achievement of applicable performance metrics.
- The Committee subsequently decided to pay these earned PSUs in cash rather than common stock, as disclosed in the Issuer's Form 8-K filed on March 2, 2026.
- Following these transactions, Thomas Appio beneficially owns 2,315,374 common shares directly.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this filing as slightly positive due to the earning of performance share units, which signifies the achievement of performance metrics. However, the cash settlement of these units and additional share disposals for tax purposes temper the overall sentiment, as it represents a reduction in direct equity ownership by the CEO.
Positives
- The earning of 1,137,862 performance share units indicates that applicable performance metrics were achieved and certified by the Talent and Compensation Committee, reflecting positive company performance against set targets.
Negatives
- The disposal of 1,304,660 common shares (including those for tax and cash settlement of PSUs) by the CEO reduces his direct beneficial ownership in the company.
Industry Context
StockSavvy.ai notes that insider transaction reports like this Form 4 provide transparency into executive compensation and ownership changes. While the earning of performance share units is a positive indicator of management achieving targets, the subsequent decision by the committee to settle these in cash rather than stock, alongside tax-related share disposals, can be interpreted by the market as a reduction in direct equity exposure by a key executive. This is a routine disclosure for publicly traded companies, reflecting standard compensation practices and tax obligations.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Policy Decision | The Talent and Compensation Committee of the Board of Directors certified the achievement of performance metrics for performance share unit awards and subsequently took action to provide for the payment of these earned awards in cash rather than Issuer common stock upon vesting. | 2026-03-02 | This decision impacts the form of executive compensation, shifting from equity to cash for these specific awards, which could influence executive alignment with long-term shareholder value depending on future compensation structures. |
Stakeholder Impact
- Shareholders: The reduction in the CEO's direct beneficial ownership through share disposals and cash settlement of PSUs may be noted by investors, though the earning of PSUs reflects positive performance.
- Employees (specifically CEO): Thomas Appio received significant cash compensation from the settlement of performance share units, in addition to managing tax obligations from RSU vesting.
Key Dates
| Date | Description |
|---|---|
| 2023-03-02 | Original grant date of 1,137,862 performance share unit awards to Thomas Appio. |
| 2026-02-09 | Date performance share unit awards were earned upon certification of performance metrics by the Talent and Compensation Committee. |
| 2026-02-11 | Date previously reported regarding the earning of performance share unit awards. |
| 2026-02-27 | Transaction date for the disposal of 83,093 common shares to satisfy tax withholding obligations. |
| 2026-03-02 | Transaction date for the disposal of 83,705 common shares for tax withholding and the cash settlement of 1,137,862 performance share units. |
| 2026-03-02 | Date of Issuer's Current Report on Form 8-K disclosing the Committee's decision for cash settlement of PSUs. |
| 2026-03-03 | Signature date of the Form 4 filing. |
Keywords
Bausch Health Companies Inc., BHC, Thomas Appio, CEO, Form 4, Insider Transaction, Performance Share Units, Restricted Share Units, Equity Compensation, Share Disposal, Tax Withholding
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