Form 4: UPS CEO Carol Tome Exercises RPUs, Adjusts Holdings

UPS CEO Carol B. Tome reported the exercise of Restricted Performance Units and subsequent sale of shares for tax obligations.

Summary

• Carol B. Tome, CEO and Director of United Parcel Service Inc. (UPS), reported transactions on February 13, 2026.
• She acquired 7,790 shares of Class A Common Stock upon the exercise of Restricted Performance Units (RPUs) at an exercise price of $0.0000.
• The RPUs vested upon completion of the performance period and were considered earned after certification of financial results by the Compensation and Human Capital Committee of the Board on February 4, 2026.
• Concurrently, she disposed of 2,331 shares of Class A Common Stock at a price of $99.19 per share, likely to cover tax liabilities associated with the RPU vesting.
• Following these transactions, her direct beneficial ownership of Class A Common Stock is 172,694.2557 shares, which includes 180.5796 shares held in her 401(k) account.
• She also continues to hold 24,718 shares of Class B Common Stock.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive signal. The vesting of performance units indicates the achievement of company goals, and while there was a tax-related sale, the underlying compensation event reflects positive performance.

Positives

• The vesting of Restricted Performance Units indicates that performance targets were met, leading to the issuance of shares to the CEO.
• The acquisition of 7,790 Class A Common Stock upon RPU exercise demonstrates the successful achievement of compensation milestones.

Negatives

• The disposition of 2,331 Class A Common Stock, while common for tax withholding upon vesting, represents a reduction in direct share ownership from the immediate post-acquisition total.

Industry Context

StockSavvy.ai notes that insider transaction filings like this Form 4 are routine disclosures for executive compensation, particularly related to equity awards. The vesting of performance-based units is a common mechanism to align executive incentives with company performance, a practice prevalent across the logistics and transportation industry.

Stakeholder Impact

• Shareholders: The vesting of performance units suggests company performance targets were met, which is generally positive for shareholders. The CEO's continued significant equity holding aligns her interests with shareholders.

Key Dates

Recommendation

This Form 4 filing details a routine executive compensation event involving the vesting of Restricted Performance Units and a subsequent tax-related sale. While the vesting indicates performance targets were met, the transaction itself does not provide new fundamental information to warrant a change in investment thesis. It reinforces the existing alignment of management incentives with company performance, supporting a 'hold' recommendation for investors already positioned in UPS.

Keywords

UPS, Carol B. Tome, SEC Form 4, Insider Transaction, Equity Compensation, Restricted Performance Units, CEO, Director, Share Ownership