Form 4: Light & Wonder CFO vests RSUs; 2,008 shares issued

EVP & CFO Oliver Chow reported RSU vesting that issued 2,008 CDIs and withheld 791 shares for taxes, leaving 6,982 shares directly owned.

Summary

• EVP, CFO & Treasurer Oliver Chow reported RSU vesting on 11/14/2025 resulting in 2,008 CHESS Depositary Interests (CDIs) issued at $0 exercise price.
• A tax withholding transaction removed 791 shares at $88.97 per share (USD), converted from AUD at $1 AUD = $0.6529 USD.
• Final direct beneficial ownership after the transactions is 6,982 shares.
• Two RSU tranches vested: 1,133 units from a 11/14/2022 grant and 875 units from a 3/24/2023 grant; both awards are now fully vested and converted 1:1 into common stock.
• Net share increase from the vesting events after tax withholding is 1,217 shares (2,008 issued less 791 withheld).
• CDIs represent one fully paid share of common stock and trade on the ASX.

Sentiment

Score: 5

Explanation: Neutral to slightly positive: routine vesting with a modest net increase in insider holdings; no operational or financial performance implications.

Positives

• Successful vesting and conversion of 2,008 RSUs into common stock/CDIs at no exercise cost.
• Both referenced RSU grants (11/14/2022 and 3/24/2023) are now fully vested, removing overhang from these awards.
• Net increase of 1,217 shares to the executive’s direct holdings, which now total 6,982 shares.
• Clear disclosure of FX conversion used for tax withholding (1 AUD = 0.6529 USD) and the effective withholding price ($88.97).

Negatives

• 791 shares were withheld to satisfy tax obligations, reducing the gross shares delivered to the officer.
• No operational or financial performance information is included; the disclosure is limited to an insider equity transaction.

Future Outlook

No forward-looking statements or guidance provided; the disclosure is limited to routine executive equity vesting and tax withholding.

Industry Context

This is a routine executive equity vesting and tax withholding event, common across U.S.-listed companies and those trading CDIs on the ASX. Such transactions typically have negligible impact on operations or strategy.

Comparison to Industry Standards

• The RSU vesting and sell-to-cover (code F) approach aligns with standard executive compensation practices across U.S.-listed companies.
• Use of CDIs is consistent with companies whose equity trades on the ASX via depositary interests, with each CDI representing one common share.
• No deviation from typical governance norms for insider reporting (Form 4) timing and disclosure.

Related Party Transactions

• Vesting of executive RSUs granted as part of officer compensation, converting into common stock/CDIs.

Stakeholder Impact

• 2,008 new shares/CDIs issued to an executive as part of compensation; 791 shares withheld to cover taxes.
• Executive now directly holds 6,982 shares, indicating continued alignment via equity ownership.

Next Steps

• No further tranches remain from the 11/14/2022 and 3/24/2023 RSU awards, as noted they are fully vested.

Key Dates

Keywords

Light & Wonder, LNW, ASX:LNW, Form 4, insider transaction, RSU vesting, CHESS Depositary Interests, CDI, tax withholding, Oliver Chow, CFO, executive compensation