Form 4: IAC EVP & CLO Handler Reports RSU Vesting and New Grant
Insider Transaction Report
Kendall Handler, EVP & CLO of IAC Inc., reported multiple restricted stock unit vestings, associated tax withholdings, and a new RSU grant in recent transactions.
Summary
- Kendall Handler, EVP & CLO of IAC Inc., reported several transactions involving IAC common stock and restricted stock units (RSUs).
- On February 6, 2026, Handler acquired 19,388 shares and 43,042 shares of IAC common stock upon the vesting of restricted stock units.
- Concurrently, 9,898 shares and 22,164 shares were disposed of to cover tax obligations related to these RSU vestings, at a price of $35.65 per share.
- On February 8, 2026, Handler acquired an additional 28,568 shares of IAC common stock from RSU vesting.
- 14,584 shares were disposed of on February 8, 2026, at $35.65 per share, to cover taxes for this vesting event.
- On February 9, 2026, Handler was granted 123,220 new restricted stock units.
- The amount of unvested restricted stock units reported has been adjusted to reflect the Angi Inc. spin-off completed on March 31, 2025.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive signal, reflecting routine executive compensation and continued alignment of management's interests with shareholders through equity ownership, including a new RSU grant.
Positives
- The vesting of restricted stock units indicates the executive's continued service and realization of previously granted equity compensation.
- A new grant of 123,220 restricted stock units on February 9, 2026, demonstrates ongoing equity incentives for the EVP & CLO.
Negatives
- A significant number of shares (9,898, 22,164, and 14,584) were disposed of to cover tax liabilities, representing a reduction in direct beneficial ownership of common stock.
Future Outlook
The filing details future vesting schedules for various restricted stock unit grants, with installments occurring on February 6, 2027, February 6, 2028, February 9, 2027, February 9, 2028, and February 9, 2029, subject to continued service.
Industry Context
StockSavvy.ai notes that the reported RSU vestings and new grant for a key executive like the EVP & CLO are standard practices in executive compensation across the technology and media sectors. Such equity awards are designed to align executive interests with long-term shareholder value and incentivize retention. The tax withholding to cover statutory obligations is also a common and expected component of RSU vesting.
Comparison to Industry Standards
- Equity compensation through Restricted Stock Units (RSUs) is a prevalent practice among U.S. publicly traded companies, particularly in the technology and internet sectors where IAC operates.
- The vesting schedules, typically over several years (e.g., 3-4 years as seen here), are consistent with industry benchmarks aimed at long-term retention and performance alignment. For instance, companies like Google (Alphabet) and Amazon frequently use multi-year RSU vesting schedules for their executives.
- The practice of withholding shares to cover tax obligations upon vesting (a "net settlement") is standard across virtually all companies offering equity compensation, including peers like Meta Platforms and Netflix, as it simplifies the tax process for the employee and the company.
Stakeholder Impact
- Shareholders: The vesting and new grant of RSUs align executive incentives with shareholder value creation. The disposition of shares for taxes is a minor dilution effect but expected.
- Employees: Reflects standard executive compensation practices, which can set a precedent or expectation for other employees with equity awards.
Next Steps
- Future vesting of restricted stock units on February 6, 2027, 2028.
- Future vesting of restricted stock units on February 9, 2027, 2028, 2029.
Key Dates
| Date | Description |
|---|---|
| 2023-02-08 | Base date for vesting schedule of certain restricted stock units (1st, 3rd, 4th anniversaries). |
| 2024-02-06 | Base date for vesting schedule of certain restricted stock units (2nd, 3rd, 4th anniversaries). |
| 2025-03-31 | Completion of the spin-off of Angi Inc. by IAC, which resulted in adjustments to unvested restricted stock units. |
| 2026-02-06 | Date of multiple restricted stock unit vestings and associated tax withholdings. |
| 2026-02-08 | Date of restricted stock unit vesting and associated tax withholding. |
| 2026-02-09 | Date of new restricted stock unit grant. |
| 2026-02-10 | Date the Form 4 was signed and filed. |
| 2027-02-06 | Future vesting date for certain restricted stock units. |
| 2027-02-09 | Future vesting date for certain restricted stock units. |
| 2028-02-06 | Future vesting date for certain restricted stock units. |
| 2028-02-09 | Future vesting date for certain restricted stock units. |
| 2029-02-09 | Future vesting date for certain restricted stock units. |
Recommendation
holdThis Form 4 filing details routine executive compensation activities, including RSU vestings, tax withholdings, and a new RSU grant. These are expected events and do not typically provide new information that would significantly alter the investment thesis for IAC Inc. Therefore, a 'hold' recommendation is appropriate as the filing does not present a catalyst for a change in stock price direction, but rather confirms ongoing executive alignment.
Keywords
IAC Inc., Kendall Handler, Form 4, SEC filing, restricted stock units, RSU vesting, equity compensation, insider transaction, stock grant, tax withholding, executive compensation
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