Form 4: Lumen Technologies EVP and CFO Christopher Stansbury Reports Changes in Beneficial Ownership
SEC Form 4
Christopher Stansbury, EVP and CFO of Lumen Technologies, reports transactions involving Lumen Technologies common stock, including grants of restricted stock, tax withholdings, and forfeiture of performance-based restricted shares.
Summary
- Christopher Stansbury, EVP and CFO of Lumen Technologies, filed a Form 4 detailing changes in his beneficial ownership of Lumen Technologies common stock.
- On March 1, 2025, Stansbury received a grant of 1,277,084 restricted stock units (RSUs), with 40% vesting based on time and 60% based on performance metrics.
- The time-based portion vests in three equal annual installments starting March 1, 2026, while the performance-based portion vests on March 1, 2028, contingent on achieving certain three-year performance goals.
- Stansbury also received a one-time retention grant of 638,542 RSUs, vesting on March 1, 2028.
- 315,698 shares were withheld on March 1, 2025, at a price of $4.72 to cover taxes due upon the vesting of equity awards.
- On April 4, 2025, 236,435 performance-based restricted shares granted on April 4, 2022, were forfeited due to the failure to meet the three-year performance metrics.
- Following these transactions, Stansbury directly owns 5,243,114 shares of Lumen Technologies common stock and indirectly owns 500,000 shares through a trust.
- Kathryn Murray, as Attorney-in-Fact for Christopher D. Stansbury, signed the report on March 4, 2025.
Sentiment
Score: 6
Explanation: The document primarily reports routine transactions related to executive compensation. The forfeiture of performance-based shares is a slightly negative signal, but overall the sentiment is neutral.
Positives
- The retention grant of 638,542 RSUs suggests the company is incentivizing Stansbury to remain with Lumen Technologies.
Negatives
- The forfeiture of 236,435 performance-based restricted shares indicates that the company did not meet certain performance goals set in 2022.
Risks
- The vesting of a significant portion of Stansbury's restricted stock is tied to performance metrics, which introduces uncertainty regarding the actual number of shares he will ultimately receive.
- Failure to meet future performance targets could lead to further forfeitures of restricted stock.
Future Outlook
The document outlines future vesting dates for restricted stock units, contingent on time and performance-based criteria.
Industry Context
Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders, providing transparency to investors.
Comparison to Industry Standards
- Equity compensation is a common practice among publicly traded companies to align management's interests with those of shareholders.
- Vesting schedules and performance-based metrics are typical components of equity grants.
- The specific terms of Stansbury's grants (vesting period, performance targets) would need to be compared to those of executives at peer companies to assess their competitiveness.
Stakeholder Impact
- Shareholders may be interested in the details of executive compensation and the alignment of management's interests with company performance.
- Employees may view the equity grants as a positive sign of the company's commitment to its leadership.
Key Dates
| Date | Description |
|---|---|
| February 19 2025 | Date of EX-24 lumnsection16powerofatto |
| March 1, 2025 | Date of restricted stock grant and tax withholding. |
| March 1, 2026 | First vesting date for the time-based portion of the restricted stock grant. |
| March 1, 2028 | Vesting date for the performance-based portion of the restricted stock grant and the one-time retention grant. |
| April 4, 2025 | Date of forfeiture of performance-based restricted shares. |
| March 4, 2025 | Date of signature on the Form 4 filing. |
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