Form 4: Deere Executive Receives Equity Compensation

Ryan D. Campbell, President of WWC&F and Power Systems at Deere & Co., received grants of restricted stock units and market-priced options.

Summary

• Ryan D. Campbell, an officer of Deere & Co. (DE) serving as President of WWC&F and Power Systems, reported changes in beneficial ownership.
• On December 10, 2025, Campbell acquired 2,111 shares of $1 Par Common Stock through a grant of restricted stock units (RSUs) under the John Deere 2020 Equity and Incentive Plan. These awards allow for shares to be withheld to satisfy tax obligations upon conversion.
• Following this acquisition, Campbell's direct beneficial ownership of non-derivative securities increased to 28,177 shares.
• On December 11, 2025, 340 shares of $1 Par Common Stock were disposed of at a price of $475.94 per share. This disposition was an exempt withholding of shares to satisfy tax obligations upon the settlement of restricted stock units for unrestricted shares.
• After the tax withholding, Campbell's direct beneficial ownership of non-derivative securities was 27,837 shares, which includes 6,033 restricted stock units to be settled solely in shares.
• On December 10, 2025, Campbell also acquired 7,860 market-priced options with an exercise price of $468.9 per share. These options expire on December 10, 2035.
• The options become exercisable in three approximately equal installments on December 10, 2026, December 10, 2027, and December 10, 2028. These options also include the ability to withhold shares upon exercise to satisfy income tax obligations.

Sentiment

Score: 7

Explanation: The filing reports routine executive compensation, which is generally a neutral to slightly positive event as it aligns management's interests with shareholders. It does not contain information that would significantly alter the company's fundamental outlook.

Positives

• The grant of restricted stock units and market-priced options aligns the executive's financial interests with those of the shareholders, incentivizing long-term performance.
• The equity awards are part of a structured incentive plan (John Deere 2020 Equity and Incentive Plan), indicating a formal approach to executive compensation.

Negatives

• The disposition of 340 shares for tax withholding purposes reduces the immediate direct share count held by the executive, although this is a standard practice upon RSU settlement.

Risks

• The value of the restricted stock units and options is subject to the market price fluctuations of Deere & Co. common stock.
• The options and RSUs are subject to vesting schedules, meaning the executive must remain employed and/or meet certain conditions to fully realize the value of the awards.
• Future changes in tax laws could impact the net benefit derived from these equity awards.

Future Outlook

The future outlook for the executive's equity holdings is tied to the vesting schedules of the restricted stock units and options, which extend through December 2028 for exercisability and December 2035 for option expiration. The value realized will depend on Deere & Co.'s stock performance over these periods.

Industry Context

The granting of restricted stock units and stock options is a common practice in executive compensation across various industries, including heavy equipment manufacturing. It serves to attract, retain, and motivate key executives by linking their long-term compensation to the company's stock performance.

Comparison to Industry Standards

• This Form 4 filing reports routine executive compensation transactions and does not contain financial results or operational data that can be directly compared to global industry benchmarks or specific comparable companies' performance metrics.

Corporate Governance

Stakeholder Impact

• Shareholders: The equity grants are intended to align the executive's long-term interests with shareholder value creation.
• Employees: The compensation structure for a senior executive may influence broader compensation strategies within the company.

Next Steps

• The restricted stock units will convert to unrestricted shares, subject to their specific vesting terms.
• The market-priced options will become exercisable in three equal installments on December 10, 2026, 2027, and 2028.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation in the form of equity grants and tax-related dispositions. It does not provide new material information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in an existing investment recommendation. The grants are a standard practice to align executive incentives with shareholder interests, which is generally a neutral to slightly positive factor, but not a catalyst for a 'buy' or 'sell' decision.

Keywords

Deere & Co, DE, Form 4, insider transaction, equity compensation, restricted stock units, stock options, executive compensation, Ryan Campbell