Form 4: MKS Inc. CFO's RSU Vesting and Tax Withholding

MKS Inc.'s EVP & CFO, Ramakumar Mayampurath, reported the vesting of 8,295 restricted stock units and the subsequent withholding of 2,628 shares for tax obligations.

Summary

• Ramakumar Mayampurath, Executive Vice President and Chief Financial Officer of MKS Inc. (MKSI), reported a change in beneficial ownership.
• On November 17, 2025, 8,295 Restricted Stock Units (RSUs) vested, converting into an equal number of common stock shares.
• These 8,295 RSUs represent the first of two equal annual installments, with vesting commencing on November 15, 2025.
• To satisfy tax withholding obligations triggered by the RSU vesting, 2,628 shares of common stock were withheld by MKS Inc. at a price of $142.74 per share.
• Following these transactions, the reporting person beneficially owns 5,667 shares of common stock directly.
• Additionally, the reporting person beneficially owns 16,402.394 derivative securities in the form of Restricted Stock Units directly.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as it reflects a routine compensation event where an executive's equity vests, aligning their interests with shareholders. While shares were sold, it was for tax purposes, which is a standard and expected part of RSU vesting. The executive retains a significant number of shares and RSUs.

Positives

• The vesting of Restricted Stock Units indicates continued employment and alignment of the EVP & CFO's interests with shareholders.
• The EVP & CFO retained 5,667 shares of common stock after tax withholding, demonstrating ongoing equity ownership.

Negatives

• A portion of the vested shares (2,628 shares) was disposed of to cover tax liabilities, reducing the immediate increase in direct share ownership.

Future Outlook

The remaining portion of the specific RSU grant (an additional 8,295 units) is expected to vest in a future annual installment, provided the conditions are met. Other outstanding RSUs held by the reporting person will vest according to their respective schedules.

Industry Context

This filing represents a routine insider transaction related to executive compensation, common across publicly traded companies. The vesting of RSUs and subsequent tax withholding is a standard mechanism for delivering equity-based compensation and managing associated tax liabilities for corporate executives.

Stakeholder Impact

• Shareholders: The vesting and subsequent tax withholding are routine and have a minimal, if any, direct impact on the company's operational performance or strategic direction. It represents a standard component of executive compensation.
• Employees: This transaction highlights the company's equity compensation structure for executives, which can be a benchmark for other employees with similar incentive plans.

Next Steps

• The second equal annual installment of the specific RSU grant (8,295 units) is expected to vest approximately one year after the initial vesting date, subject to the terms of the grant.

Key Dates

Keywords

MKS Inc., MKSI, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Beneficial Ownership, CFO, Equity Compensation, Tax Withholding