Form 4: Lam Research CLO Reports Equity Transactions

Lam Research's Chief Legal Officer, Ava Harter, reported recent equity transactions including the acquisition of restricted stock units and shares withheld for tax obligations.

Summary

• Ava Harter, Chief Legal Officer of Lam Research Corp (LRCX), reported changes in beneficial ownership.
• Acquired 7,106 shares of Common Stock via restricted stock units (RSUs) on February 27, 2026, with a price of $0.
• These RSUs will vest in three equal installments on February 27, 2027, February 27, 2028, and February 27, 2029.
• Disposed of 1,988 shares of Common Stock on February 27, 2026, at a price of $233.89 to satisfy tax withholding obligations upon RSU vesting.
• Disposed of an additional 3,199 shares of Common Stock on March 27, 2026, at a price of $233.89 for tax withholding.
• Acquired 8,685 Market-based Performance Restricted Stock Units on February 27, 2026, with a price of $0.
• These performance RSUs will vest between 0% and 150% on February 27, 2029, based on Lam Research's Total Shareholder Return relative to the PHLX Semiconductor Total Return Index during the performance period of February 2, 2026, through February 1, 2029.
• Beneficially owns 58,705.455 shares of Common Stock following these reported transactions, which includes shares subject to unvested restricted stock units.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal, as it reflects ongoing executive equity ownership and the introduction of performance-based incentives, aligning management interests with shareholder returns, though it is a routine disclosure for executive compensation.

Positives

• The acquisition of 7,106 restricted stock units and 8,685 market-based performance restricted stock units aligns management's long-term interests with shareholder value creation.
• The performance-based vesting conditions for 8,685 RSUs incentivize outperformance relative to the PHLX Semiconductor Total Return Index.

Risks

• The vesting of the 8,685 market-based performance restricted stock units is contingent on Lam Research's Total Shareholder Return percentile ranking against the PHLX Semiconductor Total Return Index, meaning the full award may not be realized if performance targets are not met.

Future Outlook

The future outlook for Ava Harter's equity compensation is tied to the vesting schedules of her restricted stock units, with common stock RSUs vesting in equal installments through February 2029, and market-based performance RSUs vesting in February 2029 based on Lam Research's Total Shareholder Return relative to the PHLX Semiconductor Total Return Index.

Industry Context

StockSavvy.ai notes that executive equity awards, particularly those with performance-based vesting tied to relative Total Shareholder Return against an industry index like the PHLX Semiconductor Total Return Index, are a common and effective practice in the semiconductor equipment industry. This structure aims to align executive incentives with long-term shareholder value creation and competitive industry performance.

Comparison to Industry Standards

• Performance-based Restricted Stock Units (RSUs) tied to relative Total Shareholder Return (TSR) against an industry index (PHLX Semiconductor Total Return Index) are a standard and widely adopted practice in executive compensation within the technology and semiconductor sectors.
• Companies such as Applied Materials (AMAT) and KLA Corporation (KLAC), key competitors in the semiconductor equipment manufacturing space, frequently employ similar long-term incentive structures to motivate executives and ensure competitive compensation packages.
• The three-year vesting schedule for the common stock RSUs is also consistent with typical long-term incentive plans observed across the industry.

Stakeholder Impact

• Shareholders: The equity grants, particularly the performance-based RSUs, align the Chief Legal Officer's financial interests with the long-term performance and shareholder return of Lam Research, potentially benefiting shareholders through incentivized executive performance.

Next Steps

• Vesting of 7,106 common stock restricted stock units in three equal installments on February 27, 2027, February 27, 2028, and February 27, 2029.
• Vesting of 8,685 market-based performance restricted stock units on February 27, 2029, contingent on performance metrics.

Key Dates

Recommendation

This Form 4 details routine executive compensation activities, including the grant of restricted stock units and the sale of shares to cover tax obligations. While the grants align executive interests with shareholders, these transactions are standard and do not provide new fundamental information to warrant a change in investment recommendation.

Keywords

LAM RESEARCH CORP, LRCX, Form 4, Insider Trading, Restricted Stock Units, RSU, Performance Shares, Executive Compensation, Ava Harter, Chief Legal Officer