Form 4: IAC Vice Chairman Reports RSU Vesting, New Grant

Victor Kaufman, Vice Chairman of IAC Inc., reported the vesting of restricted stock units, associated tax withholdings, and a new RSU grant.

Summary

• Victor Kaufman, Vice Chairman and Director of IAC Inc., reported transactions related to his beneficial ownership.
• On February 10, 2026, 2,445 shares of IAC common stock were acquired upon the vesting of restricted stock units.
• Concurrently, 1,007 shares of IAC common stock were disposed of to cover tax obligations related to the RSU vesting, at a price of $36.47 per share.
• Following these transactions, Kaufman directly beneficially owns 22,483 shares of common stock.
• An additional 68,284 shares are indirectly beneficially owned through a grantor retained annuity trust (GRAT) for his spouse.
• On February 9, 2026, Kaufman was granted 6,845 new restricted stock units, which will vest in equal installments on February 9, 2027, 2028, and 2029, subject to continued service.
• The amount of unvested restricted stock units has been adjusted to reflect the Angi Inc. spin-off completed on March 31, 2025.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, reflecting routine executive compensation events (RSU vesting and new grant) and associated tax transactions, which are standard practice and do not indicate a significant shift in company fundamentals or executive sentiment.

Positives

• The acquisition of 2,445 shares of common stock through RSU vesting indicates continued equity participation by a key executive.
• A new grant of 6,845 restricted stock units demonstrates ongoing commitment and incentive for the Vice Chairman.

Negatives

• The disposition of 1,007 shares to cover tax liabilities reduces direct beneficial ownership, though this is a standard practice for RSU vesting.

Future Outlook

The new grant of restricted stock units indicates a continued long-term incentive structure for Victor Kaufman, with vesting scheduled through February 2029, contingent on continued service.

Industry Context

StockSavvy.ai notes that equity compensation, particularly through restricted stock units, is a common practice across the technology and media sectors to align executive incentives with shareholder interests. The Angi Inc. spin-off mentioned reflects IAC's ongoing strategy of divesting and optimizing its portfolio of internet brands, a trend seen with other diversified tech conglomerates.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) for executive compensation is a standard practice, comparable to companies like Google (Alphabet), Amazon, and Meta, which frequently use RSUs to incentivize long-term performance and retention.
• The tax withholding upon RSU vesting is a routine and expected event, consistent with practices observed at virtually all publicly traded companies offering equity compensation.
• The adjustment of unvested RSUs due to a spin-off (Angi Inc.) is a standard accounting and compensation adjustment, similar to how equity awards are treated during corporate restructuring events at companies like eBay (when PayPal spun off) or Hewlett-Packard (when HP Inc. and HPE separated).

Related Party Transactions

• Victor Kaufman indirectly beneficially owns 68,284 shares of IAC common stock through a grantor retained annuity trust (GRAT) established for the benefit of his spouse, who also serves as trustee and sole annuitant.

Stakeholder Impact

• Shareholders: The report provides transparency regarding executive equity ownership and compensation, which is generally positive for corporate governance. The tax-related sale is a minor, routine event.
• Employees: The RSU grants demonstrate the company's continued use of equity compensation to incentivize key personnel.

Next Steps

• Future vesting installments for the 6,845 restricted stock units are scheduled for February 9, 2027, 2028, and 2029, subject to continued service.
• Future vesting installments for the remaining 4,890 restricted stock units (from the 2,445 RSU vesting event) are scheduled for February 10, 2027, and 2028, subject to continued service.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation events, specifically the vesting of restricted stock units, associated tax withholding, and a new RSU grant. These transactions are standard practice and do not provide new fundamental information that would warrant a change in investment thesis. The continued equity participation and new grant suggest ongoing executive alignment with company performance, but the scale of the transactions is not significant enough to alter a 'hold' recommendation based solely on this filing.

Keywords

IAC Inc., Victor Kaufman, Form 4, Restricted Stock Units, RSU Vesting, Insider Transaction, Equity Compensation, Stock Ownership, Corporate Governance, Angi Spin-off