Form 4: Ingram Micro Holding Corp: Officer Hornstein Reports Stock Transactions
SEC Form 4
Carolyn Hornstein, SVP, Controller & CAO of Ingram Micro Holding Corp, reports acquisition and disposal of common stock and restricted stock units.
Summary
- Carolyn Hornstein, an officer at Ingram Micro Holding Corp, filed a Form 4 detailing changes in beneficial ownership.
- On October 23, 2024, Hornstein received a grant of 19,049 restricted stock units (RSUs), with 11,429 vesting the following day.
- The remaining RSUs vest in three equal annual installments starting October 23, 2025, and ending October 23, 2027, or earlier upon achieving specific milestones.
- Also on October 23, 2024, 19,049 shares of common stock were acquired.
- On October 24, 2024, 4,081 shares were disposed of to cover tax withholding obligations at a price of $22.
- On October 25, 2024, Hornstein purchased 10,000 shares at $22 per share through a reserved share program related to the company's IPO.
- As of October 25, 2024, Hornstein beneficially owns 24,968 shares of common stock.
- The shares acquired on October 23, 2024, are subject to a 180-day lock-up agreement.
Sentiment
Score: 6
Explanation: Neutral sentiment as the filing primarily reflects routine transactions related to executive compensation and tax obligations. The purchase of shares is a slightly positive signal.
Positives
- Officer increases holdings in the company through RSU grants and open market purchases.
Negatives
- Disposal of shares to cover tax obligations indicates a taxable event.
Risks
- The 180-day lock-up agreement restricts the officer's ability to sell the newly acquired shares.
Future Outlook
The remaining RSUs will vest in three equal annual installments, beginning on 10/23/2025 and ending on 10/23/2027, or, if earlier, upon the achievement of specified milestones as set forth in the applicable award agreement.
Industry Context
Form 4 filings are routine disclosures required by the SEC to provide transparency into the transactions of company insiders. This filing indicates the officer's activity in the company's stock following its IPO.
Comparison to Industry Standards
- Executive compensation packages often include restricted stock units (RSUs) that vest over time to align management's interests with long-term shareholder value.
- Tax withholding obligations upon vesting of RSUs are a common occurrence, leading to the disposal of shares to cover these liabilities.
- Lock-up agreements are standard practice following an IPO to prevent large-scale selling of shares by insiders, which could negatively impact the stock price.
Stakeholder Impact
- The transactions may have a minor impact on shareholders due to the increased insider ownership.
- Employees may be affected by the vesting of RSUs and the associated tax implications.
Key Dates
| Date | Description |
|---|---|
| 10/23/2024 | Date of earliest transaction, grant of 19,049 RSUs, and effective date of lock-up agreement. |
| 10/24/2024 | 11,429 RSUs vested, and 4,081 shares were disposed of to cover tax obligations. |
| 10/25/2024 | Purchase of 10,000 shares through reserved share program. |
| 10/23/2025 | First annual installment vesting date for remaining RSUs. |
| 10/23/2027 | Final annual installment vesting date for remaining RSUs. |
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