Form 4: Knowles VP Controller Reports RSU Grant and Tax Withholding

Sentiment:

Insider Transaction Report


Knowles Corporation's Vice President and Controller, Air A. Bastarrica Jr., reported the acquisition of 11,054 Restricted Stock Units and the disposition of 2,143 shares for tax withholding.

Summary

  • Air A. Bastarrica Jr., Vice President and Controller of Knowles Corp [KN], reported transactions involving company common stock.
  • On February 17, 2026, Bastarrica acquired 11,054 shares of Common Stock through Restricted Stock Units (RSUs) granted under the Knowles Corporation 2018 Equity and Cash Incentive Plan.
  • These RSUs were acquired at a price of $0.0 and are scheduled to vest ratably over three years, commencing on the first anniversary of the award.
  • On February 18, 2026, Bastarrica disposed of 2,143 shares of Common Stock at a price of $27.16 per share.
  • This disposition was for the payment of tax liability incident to the vesting of a restricted stock grant issued on February 18, 2025, in accordance with Rule 16b-3.
  • Following these transactions, Bastarrica beneficially owns 59,916 shares of Common Stock directly.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event. The RSU grant indicates continued executive incentive and retention, while the tax-related sale is a standard, non-discretionary transaction.

Positives

  • The grant of 11,054 Restricted Stock Units (RSUs) to a key executive aligns management's interests with long-term shareholder value through equity incentives.

Negatives

  • The disposition of 2,143 shares, while for tax purposes, reduces the executive's direct shareholding, though this is a common practice for RSU vesting.

Future Outlook

The Restricted Stock Units granted on February 17, 2026, are scheduled to vest ratably over three years, commencing on the first anniversary of the award, indicating a future commitment to the executive.

Industry Context

StockSavvy.ai notes that the grant of Restricted Stock Units (RSUs) is a standard practice in executive compensation across various industries, including the technology and components sector where Knowles operates. This method is widely used to incentivize long-term performance and retain key talent, aligning executive interests with shareholder returns. Competitors often employ similar equity-based compensation structures.

Comparison to Industry Standards

  • The use of Restricted Stock Units (RSUs) for executive compensation is a common practice, comparable to compensation strategies at companies like Qualcomm (QCOM) or Broadcom (AVGO), which frequently utilize equity awards to incentivize their leadership teams.
  • The vesting schedule of three years is typical for such grants, aiming to retain executives and encourage sustained performance, similar to programs seen at other publicly traded technology firms.

Related Party Transactions

  • The acquisition of Restricted Stock Units by Air A. Bastarrica Jr., an officer of Knowles Corp, is a related party transaction as it involves an executive receiving equity compensation from the company.

Stakeholder Impact

  • Shareholders: The RSU grant aligns executive incentives with long-term company performance, potentially benefiting shareholders through sustained growth and value creation.
  • Employees: The compensation structure for a key executive may serve as a benchmark or signal for broader employee incentive programs.

Next Steps

  • The Restricted Stock Units granted on February 17, 2026, will begin vesting on the first anniversary of the award, continuing ratably over three years.

Key Dates

DateDescription
02/18/2025Date of original restricted stock grant whose vesting triggered the tax liability.
02/17/2026Date of acquisition of 11,054 Restricted Stock Units (RSUs).
02/18/2026Date of disposition of 2,143 shares for tax withholding.
02/19/2026Date the Form 4 was signed by the reporting person's Power of Attorney.

Recommendation

hold

This Form 4 filing details routine executive compensation and tax-related share disposition, which are standard operational events and do not provide new fundamental information to warrant a change in investment recommendation. The RSU grant is a positive for executive alignment, but the overall impact on the stock's valuation is minimal.

Keywords

Knowles Corp, KN, Form 4, Insider Transaction, Restricted Stock Units, RSU, Equity Incentive Plan, Executive Compensation, Tax Withholding

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