Form 4: Ingram Micro Exec's RSU Vesting & Grant

Ingram Micro's Executive VP of Human Resources, Scott D. Sherman, reported the vesting of restricted stock units and a new RSU grant.

Summary

• Scott D. Sherman, Executive VP, Human Resources at Ingram Micro Holding Corp, reported changes in his beneficial ownership.
• On March 3, 2026, 1,853 shares of Common Stock were withheld at a price of $21.35 to cover tax obligations upon the vesting of previously granted restricted stock units (RSUs). This was not a discretionary trade.
• On March 4, 2026, Sherman received a new grant of 25,222 restricted stock units (RSUs) at a price of $0.
• These new RSUs will vest in three equal annual installments, starting on March 4, 2027, and concluding on March 4, 2029.
• Following these transactions, Sherman beneficially owns 231,927 shares of Common Stock directly.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal, reflecting routine executive compensation practices and continued alignment of executive interests with long-term company performance through new equity grants.

Positives

• The executive received a new grant of 25,222 restricted stock units, indicating continued long-term incentive and alignment with shareholder interests.
• The increase in total beneficial ownership from 206,705 to 231,927 shares (after accounting for the tax withholding and new grant) demonstrates increased executive stake in the company.

Negatives

• 1,853 shares were disposed of to cover tax withholding, which is a common and non-discretionary event, but still represents a reduction in direct share count for that specific transaction.

Future Outlook

The filing indicates a long-term incentive structure for the executive with RSUs vesting through March 2029, suggesting a continued commitment to executive retention and performance alignment over several years.

Industry Context

StockSavvy.ai notes that executive compensation, particularly through equity grants like RSUs, is a standard practice across the technology distribution and IT services industry. These grants are designed to align executive interests with long-term shareholder value creation and are a common component of total compensation packages.

Comparison to Industry Standards

• The grant of restricted stock units (RSUs) as a form of executive compensation is a widely adopted practice, comparable to companies like TD SYNNEX (SNX) or Arrow Electronics (ARW), which also utilize equity-based incentives to retain talent and align management with shareholder interests.
• The vesting schedule of three equal annual installments is a common structure for RSU grants, providing a staggered incentive over several years, similar to programs seen at major tech firms.
• The non-discretionary sale of shares to cover tax obligations upon RSU vesting is a standard and expected event for equity compensation, consistent with practices across publicly traded companies.

Stakeholder Impact

• Shareholders: The new RSU grant aligns executive incentives with long-term shareholder value. The withholding of shares for tax purposes is a standard, non-discretionary event and has minimal impact.
• Employees: The RSU grant to a key executive may signal stability in leadership and a commitment to performance-based compensation.

Next Steps

• The newly granted 25,222 RSUs will vest in three equal annual installments, beginning March 4, 2027.
• The final installment of the new RSU grant will vest on March 4, 2029.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation activities, specifically the vesting of restricted stock units (RSUs), the associated tax withholding, and a new RSU grant. These transactions are standard and expected, providing no new material information that would significantly alter the investment thesis for Ingram Micro. The new RSU grant reinforces executive alignment with long-term company performance, which is generally positive, but does not warrant a change from a 'hold' position based solely on this filing.

Keywords

Ingram Micro, INGM, Form 4, SEC Filing, Insider Trading, Restricted Stock Units, RSU Grant, Executive Compensation, Beneficial Ownership, Scott D. Sherman