Form 4: Quest Diagnostics Director Increases Phantom Stock Holdings Through Deferred Compensation

Wright L. Lassiter, III, a Director at Quest Diagnostics Inc., acquired 160 phantom stock units through an elective deferral of cash compensation, increasing his total beneficial ownership to 520.854 units.

Summary

• Wright L. Lassiter, III, a Director of Quest Diagnostics Inc. (DGX), acquired 160 phantom stock units.
• The acquisition occurred on July 1, 2025, and resulted from elective deferrals of the director's cash compensation.
• These units are part of the Quest Diagnostics Incorporated Amended and Restated Deferred Compensation Plan for Directors.
• The phantom stock units will become payable in cash upon the reporting person's termination of service as a director.
• Following this transaction, the director's total beneficial ownership of phantom stock units is 520.854.
• The total number of phantom stock units accrued also includes units credited from dividend reinvestment transactions, which are exempt from reporting under Rule 16a-11.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as a director's acquisition of phantom stock units, even through deferred compensation, indicates continued alignment with the company's long-term interests. It is a routine insider transaction and does not reflect operational performance.

Positives

• Director Wright L. Lassiter, III increased his beneficial ownership of phantom stock units by 160, demonstrating continued alignment with shareholder interests.
• The acquisition through elective deferrals indicates a commitment to the company's long-term performance by a key board member.

Future Outlook

Phantom stock units acquired through this transaction will become payable in cash upon the reporting person's termination of service as a director.

Management Comments

• Phantom stock units result from elective deferrals of a director's cash compensation pursuant to the Quest Diagnostics Incorporated Amended and Restated Deferred Compensation Plan for Directors.
• Total phantom stock units accrued include those credited as a result of dividend reinvestment transactions exempt from reporting pursuant to Rule 16a-11.

Industry Context

This transaction is a standard insider filing (Form 4) for a director of a publicly traded company in the healthcare diagnostics sector, reflecting a common method of executive and director compensation through deferred equity-linked instruments.

Related Party Transactions

• The acquisition of phantom stock units is part of the Quest Diagnostics Incorporated Amended and Restated Deferred Compensation Plan for Directors, which is a standard compensation arrangement for board members.

Stakeholder Impact

• Shareholders: The director's increased beneficial ownership of phantom units aligns director interests with long-term shareholder value.

Next Steps

• Phantom stock units will become payable in cash upon the reporting person's termination of service as a director.

Key Dates

Keywords

Quest Diagnostics, DGX, Form 4, Insider Transaction, Phantom Stock Units, Deferred Compensation, Director Compensation, Beneficial Ownership, SEC Filing