Form 4: Labcorp Executive Reports Routine Stock Transactions

Labcorp Holdings Inc. EVP Mark S. Schroeder disclosed recent acquisitions of common stock from Restricted Stock Unit vesting and subsequent dispositions for tax obligations.

Summary

• Mark S. Schroeder, EVP, President of Diagnostics & COO of Labcorp Holdings Inc., reported multiple transactions involving the company's common stock and Restricted Stock Units (RSUs).
• On February 6, 2026, 743 shares of common stock were acquired upon the vesting and conversion of RSUs, increasing direct ownership to 5,703.1426 shares.
• Also on February 6, 2026, 239 shares of common stock were disposed of at a price of $277.20 per share to satisfy tax withholding obligations, reducing direct ownership to 5,464.1426 shares.
• On February 7, 2026, a total of 681 shares (517 + 164) of common stock were acquired from the vesting and conversion of additional RSUs, bringing direct ownership to 6,145.1426 shares.
• On February 9, 2026, a total of 219 shares (166 + 53) of common stock were disposed of at a price of $274.01 per share to cover tax withholding obligations, resulting in a final direct ownership of 5,926.1426 shares.
• The RSU conversions on February 6, 2026, were part of a grant that vests in three equal annual installments beginning February 6, 2025.
• The RSU conversions on February 7, 2026, were from grants that vested in three equal annual installments beginning February 7, 2024, and are now fully vested.
• Following these transactions, Schroeder holds 5,926.1426 shares of common stock directly and 3,164 Restricted Stock Units.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a slightly positive event, reflecting routine executive compensation through RSU vesting, which aligns management incentives with company performance. The tax-related sales are standard practice and do not indicate a negative outlook.

Positives

• Mark S. Schroeder received common stock through the vesting of Restricted Stock Units, indicating successful achievement of compensation milestones.
• The vesting of RSUs represents a component of executive compensation, aligning management interests with shareholder value.

Negatives

• A portion of the acquired common stock was immediately sold to cover tax withholding obligations, reducing the net increase in direct beneficial ownership.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that executive compensation often includes equity awards like Restricted Stock Units, which vest over time to incentivize long-term performance and align executive interests with shareholder value. The disposition of shares for tax withholding is a standard practice upon RSU vesting across various industries.

Corporate Governance

Stakeholder Impact

• Shareholders: Minimal direct impact. These are routine executive compensation transactions and do not signal significant changes in company operations or strategy. The vesting of RSUs is a pre-planned compensation event.
• Management: The executive continues to hold a significant number of shares and RSUs, maintaining alignment with company performance.

Key Dates

Recommendation

The filing details routine executive compensation transactions involving the vesting of Restricted Stock Units and subsequent sales to cover tax liabilities. These are expected events and do not provide new material information that would warrant a change in investment recommendation. The executive's overall beneficial ownership remains substantial, indicating continued alignment with company performance.

Keywords

Labcorp Holdings Inc., LH, Mark S. Schroeder, Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Executive Compensation, Stock Transactions, Tax Withholding