Form 4: ICU Medical VP Converts Performance Shares, Sells for Tax

Daniel Woolson, VP at ICU Medical, converted performance-based restricted stock units into common stock and subsequently sold a portion to cover tax obligations.

Summary

• Daniel Woolson, VP, GM-Infusion Capital at ICU Medical Inc./DE (ICUI), reported changes in beneficial ownership.
• On March 15, 2026, 2,924 performance-based restricted stock units (PRSUs) vested and converted into common stock at a price of $0.0 per share.
• Following the conversion, 1,295 shares of common stock were disposed of at a price of $125.85 per share, likely to cover tax withholding obligations.
• After these transactions, Daniel Woolson beneficially owns 24,602 shares of common stock.
• The PRSUs were originally granted on May 17, 2023, and their vesting is contingent upon both performance-based conditions and time-based criteria, vesting on March 15 of the first, second, and third year following the grant year.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event, as the vesting of performance-based restricted stock units indicates the achievement of performance targets, despite a routine tax-related sale.

Positives

• The vesting of 2,924 performance-based restricted stock units indicates that performance targets set by the company were met, reflecting positively on management's execution and company performance.
• The acquisition of common stock increases the insider's direct ownership, demonstrating continued alignment with shareholder interests (prior to the tax-related sale).

Negatives

• A portion of the newly vested shares (1,295 shares) was sold, which, while common for tax purposes, reduces the insider's overall direct equity stake in the company.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

StockSavvy.ai notes that insider transactions, particularly those related to the vesting of equity compensation and subsequent tax-related sales, are common across all industries. This specific transaction reflects the standard compensation practices for executives in the medical technology sector, where long-term incentives like PRSUs are used to align management interests with shareholder value creation.

Stakeholder Impact

• Shareholders: The vesting of PRSUs suggests management has met performance goals, which is generally positive. The subsequent sale for tax purposes is a routine event and typically has minimal impact on shareholder sentiment or share price, given the relatively small volume compared to total outstanding shares.

Key Dates

Keywords

ICU Medical, ICUI, Form 4, Insider Transaction, Performance Shares, Restricted Stock Units, Equity Compensation, Beneficial Ownership