Form 4: FactSet CEO Acquires Significant Equity Awards

FactSet Research Systems Inc. CEO Sanoke Viswanathan received grants of 58,332 restricted stock units and 297,902 performance-based stock options.

Summary

• Sanoke Viswanathan, Chief Executive Officer and Director of FactSet Research Systems Inc. (FDS), acquired 58,332 shares of common stock in the form of restricted stock units (RSUs) on September 22, 2025.
• These RSUs were granted at a price of $0 and are beneficially owned directly, bringing the total beneficially owned common stock to 58,332 shares.
• The restricted stock units vest 25% annually on the anniversary date of the grant and will be fully vested after four years.
• Viswanathan also acquired 297,902 employee stock options on September 22, 2025, with an exercise price of $295.63 per share.
• These options have an expiration date of September 22, 2035, and are not exercisable prior to the third anniversary of the grant date (September 22, 2028).
• The options vest if, during a performance period ending on the fifth anniversary of the grant date (September 22, 2030), FactSet's common stock achieves a 30-day trailing volume-weighted average price (VWAP) equal to or greater than 150% of the 30-day trailing VWAP ending on the grant date.

Sentiment

Score: 7

Explanation: The grant of significant equity awards to the CEO is generally viewed positively as it aligns management's incentives with shareholder interests, although it is a compensation event rather than an open market purchase.

Positives

• The significant equity awards granted to the CEO align management's interests directly with long-term shareholder value creation.
• Performance-based vesting conditions for the stock options incentivize the CEO to drive substantial stock price appreciation for the company.

Risks

• The vesting of the stock options is contingent on achieving a specific stock price target (150% of grant date VWAP), introducing market performance risk for the CEO's compensation.
• The restricted stock units have a four-year vesting schedule, tying a portion of the CEO's compensation to continued employment and company performance over that period.

Future Outlook

The equity awards, particularly the performance-based options, indicate a forward-looking strategy to incentivize the CEO to achieve significant stock price appreciation, targeting 150% of the grant date's 30-day trailing VWAP within five years.

Industry Context

The granting of restricted stock units and performance-based stock options is a standard practice in executive compensation across the financial information and technology industry, designed to attract, retain, and motivate key leadership by aligning their financial interests with long-term company performance and shareholder returns.

Stakeholder Impact

• Shareholders: The equity awards align the CEO's financial incentives with shareholder value creation, potentially leading to increased focus on long-term stock performance.
• Employees: The compensation structure for the CEO may set a precedent or reflect the company's overall approach to executive incentives.

Next Steps

• Monitoring the vesting schedule of the restricted stock units over the next four years.
• Tracking FactSet's common stock performance against the 150% VWAP target for the options' vesting condition over the next five years.
• Observing the earliest exercisable date for the options on September 22, 2028.

Key Dates

Recommendation

The CEO's acquisition of a substantial number of restricted stock units and performance-based stock options aligns management's interests with long-term shareholder value creation. While this filing alone does not provide a basis for a 'buy' or 'sell' recommendation, the significant equity awards suggest confidence in the company's future performance and incentivize the CEO to drive stock price appreciation. This is generally a positive signal for existing shareholders, supporting a 'hold' position.

Keywords

FactSet, FDS, Sanoke Viswanathan, CEO, Stock Options, Restricted Stock Units, Equity Awards, Insider Transaction, Executive Compensation, Beneficial Ownership