Form 4: NRC CFO Sells Shares for Tax Obligations
Insider Transaction Report
National Research Corp's EVP & CFO, Shane R. Harrison, disposed of 21,271 common shares to cover tax withholding, retaining 150,729 shares.
Summary
- Shane R. Harrison, Executive Vice President & Chief Financial Officer of National Research Corp (NRC), reported a disposition of common stock.
- The transaction involved the disposition of 21,271 shares of common stock on December 29, 2025.
- The shares were disposed of at a price of $18.66 per share.
- This transaction was coded as 'F', indicating a disposition to the issuer to satisfy tax withholding obligations.
- Following this transaction, Shane R. Harrison beneficially owns 150,729 shares of common stock directly.
- The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
Sentiment
Score: 6
Explanation: The sentiment is neutral to slightly positive. While there's a disposition of shares, it's a routine tax-related event executed under a transparent 10b5-1 plan. The executive retains significant ownership, indicating continued alignment with company performance.
Positives
- The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-arranged and transparent disposition, which mitigates concerns about opportunistic selling.
- Shane R. Harrison retains a substantial beneficial ownership of 150,729 shares of common stock, demonstrating continued alignment with shareholder interests.
Negatives
- The disposition of 21,271 shares reduces the direct beneficial ownership of common stock by a key executive.
Future Outlook
This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.
Industry Context
This is a routine insider transaction for tax withholding purposes, common across all industries for executives receiving equity compensation. It does not reflect specific industry trends or competitive positioning.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Trading Plan Disclosure | The transaction was executed under a Rule 10b5-1(c) pre-arranged trading plan, indicating a planned disposition of shares for tax purposes. | 12/29/2025 | This enhances transparency regarding insider trading activities and mitigates concerns about opportunistic selling, aligning with best corporate governance practices. |
Stakeholder Impact
- Shareholders: A minor reduction in direct insider ownership, but the pre-planned nature and reason (tax withholding) suggest no negative signal regarding company prospects. The executive maintains substantial holdings.
- Employees: No direct impact mentioned.
Key Dates
| Date | Description |
|---|---|
| 12/29/2025 | Date of transaction where 21,271 shares of common stock were disposed. |
| 01/26/2026 | Date the Statement of Changes in Beneficial Ownership (Form 4) was signed and filed. |
Recommendation
holdThis Form 4 filing details a routine, pre-planned disposition of shares by a key executive for tax withholding purposes. Such transactions are common and generally do not signal a change in the company's fundamental outlook or management's confidence. The executive retains significant ownership. Therefore, this filing alone does not warrant a change in investment recommendation; a 'hold' stance is appropriate, pending further operational or financial news.
Keywords
National Research Corp, NRC, Shane R. Harrison, CFO, Insider Transaction, Form 4, Share Disposition, Tax Withholding, Rule 10b5-1
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