Form 4: RBC Bearings Director Steven Kaplan Sells Shares Under Pre-Arranged Trading Plan
Insider Transaction Report
RBC Bearings Inc. Director Steven H. Kaplan reported the sale of 400 shares of common stock for $381.30 per share, executed under a Rule 10b5-1 trading plan.
Summary
- Steven H. Kaplan, a Director of RBC Bearings INC (RBC), reported a transaction on June 9, 2025.
- He disposed of 400 shares of common stock at a price of $381.30 per share.
- Following this transaction, Mr. Kaplan directly beneficially owns 2,499 shares of common stock.
- This total includes 1,384 shares of restricted stock, which vest according to various schedules: 400 shares on June 5, 2026; 452 shares with half vesting on May 29, 2026, and the other half on May 29, 2027; and 532 shares vesting in thirds on May 30, 2026, May 30, 2027, and May 30, 2028.
- Mr. Kaplan also holds several tranches of options to purchase common stock with varying exercise prices and expiration dates, totaling 5,536 derivative securities. These options have different vesting schedules, with some already exercisable and others vesting in future years up to May 30, 2030.
- The reported transaction was executed pursuant to a Rule 10b5-1(c) trading plan.
Sentiment
Score: 5
Explanation: The sale of shares by a director is generally viewed neutrally when conducted under a pre-arranged Rule 10b5-1 plan, as it suggests a planned liquidity event rather than a reaction to new negative information. The director retains a substantial number of shares and options, indicating continued alignment with the company's performance.
Positives
- The transaction was conducted under a Rule 10b5-1 trading plan, indicating a pre-arranged sale not based on immediate insider information.
- Steven H. Kaplan retains a significant beneficial ownership of 2,499 common shares and 5,536 derivative securities (options), demonstrating continued alignment with shareholder interests.
- The exercise prices of the options range from $137.44 to $365.87, indicating a range of potential future value for the director.
Negatives
- A director selling shares, even under a 10b5-1 plan, reduces their direct equity stake in the company.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders: The sale of shares by a director, even if pre-planned, could be perceived as a slight reduction in insider confidence, though the Rule 10b5-1 plan mitigates this. The director's continued significant holdings maintain alignment.
Next Steps
- Continued vesting of restricted stock and stock options held by Steven H. Kaplan according to their respective schedules.
Key Dates
| Date | Description |
|---|---|
| 06/03/2022 | Vesting start date for 1,000 options to purchase Common Stock with exercise price $199.16, expiring 06/03/2028. |
| 06/06/2023 | Vesting start date for 1,000 options to purchase Common Stock with exercise price $199.09, expiring 06/06/2029. |
| 06/02/2024 | Date exercisable for 400 options to purchase Common Stock with exercise price $137.44, expiring 06/02/2027. |
| 06/05/2024 | Vesting start date for 1,000 options to purchase Common Stock with exercise price $206.19, expiring 06/05/2030. |
| 08/19/2024 | Date exercisable for 200 options to purchase Common Stock with exercise price $158.48, expiring 08/19/2026. |
| 05/29/2025 | Vesting start date for 974 options to purchase Common Stock with exercise price $287.37, expiring 05/29/2031. |
| 06/09/2025 | Date of reported transaction (sale of 400 common shares) and filing date. |
| 05/29/2026 | Vesting date for 1/2 of 452 restricted shares and 1/4 of 779 options to purchase Common Stock. |
| 05/30/2026 | Vesting date for 1/5 of 962 options to purchase Common Stock with exercise price $365.87, expiring 05/30/2032; also vesting date for 1/3 of 532 restricted shares. |
| 06/03/2026 | Vesting date for 200 options to purchase Common Stock with exercise price $199.16. |
| 06/05/2026 | Vesting date for 400 restricted shares and 1/3 of 600 options to purchase Common Stock. |
| 06/06/2026 | Vesting date for 1/2 of 400 options to purchase Common Stock with exercise price $199.09. |
| 08/19/2026 | Expiration date for 200 options to purchase Common Stock with exercise price $158.48. |
| 05/29/2027 | Vesting date for 1/2 of 452 restricted shares and 1/4 of 779 options to purchase Common Stock. |
| 05/30/2027 | Vesting date for 1/3 of 532 restricted shares and 1/5 of 962 options to purchase Common Stock. |
| 06/02/2027 | Expiration date for 400 options to purchase Common Stock with exercise price $137.44. |
| 06/05/2027 | Vesting date for 1/3 of 600 options to purchase Common Stock. |
| 06/06/2027 | Vesting date for 1/2 of 400 options to purchase Common Stock with exercise price $199.09. |
| 05/29/2028 | Vesting date for 1/4 of 779 options to purchase Common Stock. |
| 05/30/2028 | Vesting date for 1/3 of 532 restricted shares and 1/5 of 962 options to purchase Common Stock. |
| 06/03/2028 | Expiration date for 1,000 options to purchase Common Stock with exercise price $199.16. |
| 06/05/2028 | Vesting date for 1/3 of 600 options to purchase Common Stock. |
| 05/29/2029 | Vesting date for 1/4 of 779 options to purchase Common Stock. |
| 05/30/2029 | Vesting date for 1/5 of 962 options to purchase Common Stock. |
| 06/06/2029 | Expiration date for 1,000 options to purchase Common Stock with exercise price $199.09. |
| 05/30/2030 | Vesting date for 1/5 of 962 options to purchase Common Stock. |
| 06/05/2030 | Expiration date for 1,000 options to purchase Common Stock with exercise price $206.19. |
| 05/29/2031 | Expiration date for 974 options to purchase Common Stock with exercise price $287.37. |
| 05/30/2032 | Expiration date for 962 options to purchase Common Stock with exercise price $365.87. |
Keywords
RBC Bearings INC, RBC, Steven H. Kaplan, Form 4, Insider Trading, Stock Sale, Director Stock, Beneficial Ownership, Stock Options, Restricted Stock, Rule 10b5-1
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