Form 4: Foley II Disposes DNB Shares for Tax

William P. Foley II, Executive Chairman of Dun & Bradstreet, reported a disposition of 32,608 common shares at $9.11 per share to cover tax liabilities.

Summary

• William P. Foley II, Executive Chairman and a 10% owner of Dun & Bradstreet Holdings, Inc. (DNB), reported a disposition of common stock.
• On August 5, 2025, 32,608 shares of common stock were disposed of at a price of $9.11 per share.
• This transaction was coded as 'F', indicating it was for the payment of tax liability by delivering or withholding securities.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-planned.
• Following this transaction, William P. Foley II directly owns 2,458,616 shares and indirectly owns 5,609,644 shares through Bilcar, LLC.

Sentiment

Score: 5

Explanation: Neutral. The transaction is a routine disposition of shares for tax purposes by an insider, pre-planned under a 10b5-1 plan, and does not indicate a change in confidence or strategic direction.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-planned and automated sale, which often reduces concerns about insider selling based on non-public information.

Negatives

• A disposition of shares by a significant insider, even for tax purposes, reduces their direct ownership stake in the company.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• William P. Foley II indirectly owns 5,609,644 shares through Bilcar, LLC, indicating a related party holding.

Stakeholder Impact

• Shareholders: A minor reduction in direct insider ownership, but the pre-planned nature for tax purposes mitigates negative sentiment.
• Employees: No direct impact.
• Customers/Suppliers/Creditors: No direct impact.

Key Dates

Recommendation

This Form 4 filing details a routine, pre-planned disposition of shares by Executive Chairman William P. Foley II to cover tax liabilities. Such transactions are common for executives and do not typically signal a change in the company's fundamentals or management's long-term outlook. The transaction's nature (tax withholding) and its execution under a 10b5-1 plan suggest it's a non-discretionary event. Therefore, it provides no new information that would warrant a change in investment thesis, leading to a 'hold' recommendation.

Keywords

Dun & Bradstreet, DNB, William P. Foley II, Insider Trading, SEC Form 4, Stock Disposition, Executive Chairman, Tax Withholding, 10b5-1 Plan