Form 4: Peabody Energy COO Receives RSU Grant, Sells Shares for Tax

Peabody Energy's EVP & COO, Darren Ronald Yeates, reported the acquisition of restricted stock units and the sale of shares to cover tax obligations.

Summary

• Darren Ronald Yeates, EVP & COO of Peabody Energy Corp (BTU), reported changes in his beneficial ownership.
• He acquired 19,882 shares of Common Stock in the form of Restricted Stock Units (RSUs) on January 2, 2026, with a transaction price of $0.
• These RSUs will vest in three equal annual installments on the first, second, and third anniversaries of the grant date (January 2, 2026), contingent on his continued employment.
• The RSUs will fully vest if employment terminates due to death or disability.
• He disposed of 1,121 shares of Common Stock on January 2, 2026, at a price of $30.68 per share.
• This disposition was to satisfy tax withholding obligations related to the vesting of restricted stock units on January 2 and 3, 2026.
• Following these transactions, his direct beneficial ownership stands at 127,332 shares of Common Stock.

Sentiment

Score: 7

Explanation: The filing indicates a routine executive compensation event, with a significant RSU grant aligning executive interests with long-term company performance, offset by a standard tax-related share disposition. It's a positive for executive retention and alignment, but not a major market-moving event.

Positives

• Grant of 19,882 Restricted Stock Units (RSUs) to a key executive, aligning management's interests with long-term shareholder value.
• The RSUs vest over three years, promoting executive retention and commitment.

Negatives

• Sale of 1,121 shares, although for tax purposes, represents a reduction in direct ownership.

Risks

• The vesting of RSUs is subject to the executive officer's continued employment, posing a risk of forfeiture if employment ceases before vesting dates.

Future Outlook

The vesting schedule for the Restricted Stock Units indicates a future commitment for the executive, with installments expected on the first, second, and third anniversaries of January 2, 2026, contingent on continued employment.

Management Comments

• The grant of Restricted Stock Units is designed to incentivize long-term executive retention and align management's interests with shareholder value through a multi-year vesting schedule.

Industry Context

This Form 4 filing reflects routine executive compensation practices common across publicly traded companies, particularly in the energy sector, where long-term incentives like RSUs are used to retain key talent and align their performance with company goals.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) with a multi-year vesting schedule is a standard practice in executive compensation across various industries, including energy, to promote long-term commitment and performance.
• The disposition of shares to cover tax withholding upon RSU vesting is also a common and expected event for executives receiving equity compensation, seen in companies like Arch Resources (ARCH) or Consol Energy (CEIX) when their executives' equity awards vest.

Stakeholder Impact

• Shareholders: The RSU grant aligns executive incentives with long-term shareholder value, potentially leading to better company performance.
• Employees (Executive): The RSU grant provides a significant long-term incentive and retention mechanism for the EVP & COO.

Next Steps

• First installment of RSU vesting expected on January 2, 2027, subject to continued employment.
• Second installment of RSU vesting expected on January 2, 2028, subject to continued employment.
• Third installment of RSU vesting expected on January 2, 2029, subject to continued employment.

Key Dates

Recommendation

This Form 4 filing details a routine executive compensation event involving the grant of Restricted Stock Units and a subsequent sale of shares to cover tax obligations. While the RSU grant aligns executive interests with long-term shareholder value, it does not present new information that would fundamentally alter the investment thesis for Peabody Energy. The transaction is expected and does not signal a change in company fundamentals or strategic direction, thus a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Peabody Energy, BTU, Form 4, Insider Trading, Restricted Stock Units, RSU Grant, Executive Compensation, Stock Ownership, Darren Ronald Yeates, Tax Withholding