Form 4: NewMarket EVP & CAO Hazelgrove Reports Stock Vesting

NewMarket Corp's EVP & CAO, Bruce R. Hazelgrove III, reported the vesting of performance-based restricted stock awards and subsequent tax-related share withholding.

Summary

• Bruce R. Hazelgrove III, Executive Vice President & Chief Administrative Officer of NewMarket Corp (NEU), reported transactions on February 5, 2026.
• Acquired 475 shares of common stock at a price of $0.00 per share, resulting from the vesting of performance-based restricted stock awards.
• The vesting occurred because the Compensation Committee certified the attainment of the associated performance goals.
• Disposed of 153 shares of common stock at a price of $714.88 per share to satisfy tax withholding obligations related to the vested performance stock.
• Following these transactions, Hazelgrove directly beneficially owns 680 shares of common stock.
• Indirectly beneficially owns 21,905.58 shares through the NewMarket Savings Plan, an increase attributed to periodic purchases by the Plan Trustee.
• Indirectly beneficially owns 670 shares held by his wife.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this filing positively as it indicates the successful attainment of performance goals by an executive, leading to the vesting of equity awards, which generally reflects well on company performance and executive alignment.

Positives

• The Compensation Committee certified the attainment of performance goals for restricted stock awards, indicating successful performance by the executive and potentially the company.
• The executive acquired 475 shares of common stock through the vesting process, increasing direct ownership.
• Indirect ownership in the NewMarket Savings Plan increased due to periodic purchases by the Plan Trustee.

Negatives

• 153 shares of common stock were disposed of to cover tax withholding obligations, reducing the net shares received from the vesting event.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that executive compensation tied to performance goals is a common practice across industries, aligning management incentives with shareholder value creation. The reporting of such transactions via Form 4 provides transparency into insider holdings and compensation structures.

Related Party Transactions

• The vesting of performance-based restricted stock awards and subsequent share withholding for tax obligations are transactions between the company and an executive, which are considered related party dealings in the context of executive compensation.

Stakeholder Impact

• Shareholders: The vesting of performance-based awards suggests management is meeting targets, which could be viewed positively. Transparency of insider holdings is maintained.
• Employees: Reflects the company's executive compensation structure and performance incentives.
• Management: Bruce R. Hazelgrove III's direct and indirect ownership stake in the company has been adjusted.

Key Dates

Recommendation

The filing indicates an executive met performance goals, leading to stock vesting, which is a positive sign of internal performance. However, it's a routine compensation event and not a direct open-market purchase, nor does it provide broader financial or strategic updates to warrant a 'buy' or 'sell' recommendation based solely on this Form 4. It reinforces a 'hold' position for existing investors, signaling stable executive compensation practices tied to performance.

Keywords

NewMarket Corp, NEU, Form 4, insider transaction, stock award, restricted stock, performance goals, executive compensation, Bruce R. Hazelgrove III, EVP & CAO, stock vesting, tax withholding