Form 4: Ingredion SVP's Performance Shares Vest

Ingredion Inc. SVP Michael O'Riordan acquired shares from a performance award, with some withheld for taxes.

Summary

• Michael O'Riordan, SVP, T&HS EMEA & Asia-Pacific at Ingredion Inc. (INGR), reported transactions on February 9, 2026.
• Acquired 1,724 shares of common stock upon the vesting of a performance share award granted on February 15, 2023.
• The vesting of this award was based on criteria beyond just the increase in Ingredion's common stock market price.
• Disposed of 811 shares of common stock at a price of $119.29 per share to cover applicable taxes related to the vesting.
• Following these transactions, Michael O'Riordan beneficially owns 10,308.471 shares of common stock.
• The beneficial ownership includes restricted stock units (RSUs) acquired through deemed dividend reinvestment, which vest concurrently with the underlying RSUs.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event. While routine, the vesting of performance shares indicates the executive met specific company goals, which is generally a good sign for internal performance metrics and executive alignment with company objectives.

Positives

• The vesting of 1,724 performance shares indicates that the executive met specific performance criteria set by the company, which is a positive sign for internal goal achievement.
• The performance share award was based on criteria in addition to market price increase, suggesting a focus on operational or strategic achievements.

Negatives

• 811 shares were withheld to pay applicable taxes, which is a standard procedure for equity compensation but reduces the net shares received by the executive.

Future Outlook

The filing does not contain specific forward-looking statements or guidance, as it primarily reports a past insider transaction related to executive compensation.

Industry Context

StockSavvy.ai notes that routine insider transactions, such as the vesting of performance awards and subsequent tax-related sales, are common across industries for executive compensation. This filing reflects a standard component of an executive's long-term incentive plan, aligning management interests with shareholder value through performance-based equity.

Stakeholder Impact

• Shareholders: The vesting of performance shares suggests that the company's performance criteria were met, which could be viewed positively. The tax-related sale is a minor, routine event and does not indicate a change in executive sentiment.
• Employees: Reflects the company's compensation structure for executives, potentially influencing broader compensation strategies.

Key Dates

Keywords

Ingredion, INGR, Form 4, Insider Transaction, Performance Share Award, Stock Vesting, Executive Compensation, Common Stock, Tax Withholding